As filed with the Securities and Exchange Commission on April 27, 2017.
Registration Nos.
333-146374
811-22127
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form
N-1A
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REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
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Pre-Effective
Amendment No.
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Post-Effective Amendment No. 55
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and/or
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REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 56
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(Check Appropriate Box or Boxes)
COLUMBIA FUNDS VARIABLE SERIES TRUST II
(Exact Name of Registrant as Specified in Charter)
225 Franklin
Street, Boston, Massachusetts 02110
(Address of Principal Executive Officers) (Zip Code)
Registrants Telephone Number, Including Area Code: (800)
345-6611
Christopher O. Petersen, Esq.
c/o Columbia Management Investment Advisers, LLC
225 Franklin Street,
Boston, Massachusetts 02110
(Name and Address of Agent for Service)
Approximate Date of Proposed
Public Offering:
It is proposed that this filing will become effective (check appropriate box)
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Immediately upon filing pursuant to paragraph (b)
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On May 1, 2017 pursuant to paragraph (b)
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60 days after filing pursuant to paragraph (a)(1)
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On (date) pursuant to paragraph (a)(1)
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75 days after filing pursuant to paragraph (a)(2)
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On (date) pursuant to paragraph (a)(2) of rule 485.
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If appropriate, check the following box:
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This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
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This Post-Effective Amendment relates to all series of the Registrant.
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Prospectus
May 1, 2017
Columbia
Variable Portfolio Funds
Columbia Variable Portfolio – Balanced Fund
Columbia Variable Portfolio – Disciplined
Core Fund
Columbia Variable Portfolio – Dividend
Opportunity Fund
Columbia Variable Portfolio
– Emerging Markets Fund
Columbia
Variable Portfolio – Global Bond Fund
Columbia Variable Portfolio – Government
Money Market Fund
Columbia Variable Portfolio – High Yield Bond
Fund
Columbia Variable Portfolio –
Income Opportunities Fund
Columbia Variable
Portfolio – Intermediate Bond Fund
Columbia Variable Portfolio – Large Cap
Growth Fund
Columbia Variable Portfolio
– Large Cap Index Fund
Columbia Variable Portfolio – Mid Cap Growth Fund
Columbia Variable Portfolio – Mid Cap Value
Fund
Columbia Variable Portfolio –
Select International Equity Fund
Columbia
Variable Portfolio – Select Large-Cap Value Fund
Columbia Variable Portfolio – Select
Smaller-Cap Value Fund
Columbia Variable
Portfolio – U.S. Government Mortgage Fund
Variable Portfolio – BlackRock Global
Inflation-Protected Securities Fund
Variable
Portfolio – MFS
®
Blended
Research
®
Core Equity Fund
Variable Portfolio – Partners Small Cap Value
Fund
Variable Portfolio – Victory
Sycamore Established Value Fund
Each above-named Columbia Variable Portfolio and Variable
Portfolio Fund (each a “VP Fund” or a “Fund” and together the “VP Funds” or the “Funds”) may offer Class 1, Class 2 and Class 3 to separate accounts funding variable annuity contracts and variable life
insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and certain other qualified institutional investors authorized by Columbia Management
Investment Distributors, Inc. (the Distributor). There are no exchange ticker symbols associated with shares of the Funds.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio Funds
SUMMARIES
OF THE FUNDS
Investment Objective(s), Fees and Expenses of the Fund, Principal Investment Strategies, Principal Risks, Performance Information,
Fund Management, Purchase and Sale of Fund Shares, Tax Information, Payments to Broker-Dealers and Other Financial Intermediaries
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MORE INFORMATION ABOUT THE FUNDS
Investment Objective(s), Principal Investment
Strategies, Principal Risks, Portfolio Management
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Columbia Variable Portfolio Funds
Table of Contents
(continued)
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Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Balanced Fund
(the Fund) seeks maximum total investment return through a combination of capital growth and current income.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
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Class
1
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Class
2
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Class
3
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Management
fees
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0.69%
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0.69%
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0.69%
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Distribution
and/or service (12b-1) fees
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0.00%
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0.25%
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0.13%
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Other
expenses
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0.10%
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0.10%
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0.10%
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Total
annual Fund operating expenses
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0.79%
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1.04%
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0.92%
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Less:
Fee waivers and/or expense reimbursements
(a)
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(0.04%)
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(0.04%)
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(0.04%)
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Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
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0.75%
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1.00%
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0.88%
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(a)
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Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.75% for Class 1, 1.00% for Class 2 and 0.875% for Class 3.
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The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
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you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
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your investment has a 5%
return each year, and
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the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
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The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
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1
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3
years
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5
years
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10
years
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Class
1
(whether or not shares are redeemed)
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$
77
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$248
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$435
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$
974
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Class
2
(whether or not shares are redeemed)
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$102
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$327
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$570
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$1,267
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Class
3
(whether or not shares are redeemed)
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$
90
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$289
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$505
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$1,128
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Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 65% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests in a mix of
equity and debt securities. The Fund’s assets are allocated among equity and debt securities (which includes cash and cash equivalents) based on an assessment of the relative risks and returns of each asset class. The Fund generally will
invest between 35% and 65% of its net assets in each asset class, and in any event will invest at least 25% and no more than 75% of its net assets in each asset class under normal circumstances.
With respect to its equity securities investments, which may
include among other types of equity securities, common stocks, preferred stocks and securities convertible into common or preferred stocks, the Fund invests primarily in equity securities of companies that, at the time of purchase, have large market
capitalizations (generally over $5 billion).
With
respect to its debt securities investments, the Fund invests primarily in securities that, at the time of purchase, are rated investment grade or are unrated but determined to be of comparable quality. These securities include debt securities issued
by the U.S. Government and its agencies and instrumentalities, debt securities issued by corporations, mortgage- and other asset-backed securities, and other debt securities with intermediate- to long-term maturities. The Fund may invest up to 10%
of its total assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk”
bonds).
The Fund may invest up to 20% of its total
assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may invest in derivatives, including futures
(including interest rate futures). The Fund may invest in derivatives for both hedging and non-hedging (investment) purposes, including, for example, to seek to enhance returns or as a substitute for a position in an underlying asset, as
well as to manage duration, yield curve and/or interest rate exposure.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s assets are
allocated among equity and debt securities (which includes cash and cash equivalents) based on an assessment of the relative risks and returns of each asset class. The portfolio managers evaluate the relative attractiveness of each potential
investment in constructing the Fund’s portfolio by considering a wide variety of factors, techniques and strategies, which for equity investments may include, among other criteria, valuation factors, fundamental factors, catalyst factors,
quality factors, quantitative, fundamental and risk analysis, investment selection models, and economic and market data, conditions and expectations, and for debt investments may include, among other criteria, the creditworthiness of the issuer and
the various features of the debt instrument, such as its interest rate, yield, maturity, call features, and value relative to other investments, as well as local, national and global economic and market conditions, interest rate movements and other
relevant factors in allocating the Fund’s assets among issuers, securities, industry sectors and maturities.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Allocation Risk.
Because the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes, investments, strategies and/or investment styles will cause
the Fund's shares to lose value or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited.
Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can
increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging
risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
debt instruments. In addition, these investments have greater price
fluctuations, are less liquid and are more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and
repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to
prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in
securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models will perform as
expected.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
expected for the value of these investments
to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund's performance given its investment strategy, as well as one or more other measures of performance for markets in
which the Fund may invest.
The performance of
one or more share classes shown in the table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher
class-related operating expenses of such classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have
substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
13.48%
|
Worst
|
4th Quarter 2008
|
-16.31%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
06/25/2014
|
6.64%
|
10.69%
|
5.43%
|
Class
2
|
06/25/2014
|
6.34%
|
10.45%
|
5.23%
|
Class
3
|
04/30/1986
|
6.41%
|
10.59%
|
5.38%
|
Blended
Benchmark (consisting of 60% S&P 500 Index and 40% Bloomberg Barclays U.S. Aggregate Bond Index)
(reflects no deductions for fees, expenses or taxes)
|
|
8.31%
|
9.69%
|
6.21%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
4.34%
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Balanced Fund
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Guy
Pope, CFA
|
|
Senior
Portfolio Manager and Head of Contrarian Core Strategy
|
|
Co-lead
manager
|
|
2011
|
Leonard
Aplet, CFA
|
|
Senior
Portfolio Manager and Head of Short Duration and Stable Value
|
|
Co-lead
manager
|
|
2011
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Gregory
Liechty
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Ronald
Stahl, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Disciplined Core
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Disciplined Core
Fund (the Fund) seeks to provide shareholders with capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.64%
|
0.64%
|
0.64%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.07%
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.71%
|
0.96%
|
0.84%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$73
|
$227
|
$395
|
$
883
|
Class
2
(whether or not shares are redeemed)
|
$98
|
$306
|
$531
|
$1,178
|
Class
3
(whether or not shares are redeemed)
|
$86
|
$268
|
$466
|
$1,037
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 80% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Disciplined Core
Fund
(continued)
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers employ a process that applies fundamental investment concepts in a systematic framework seeking to identify and exploit mispriced stocks. The Fund benefits from collaboration between quantitative and fundamental research to create sector
and industry-specific multi-factor stock selection models, which are utilized by the portfolio managers when constructing a diversified portfolio.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
While
security selection is driven by fundamental concepts, a quantitative process is used to construct the portfolio. Additionally, a qualitative review of the quantitative output is conducted by the portfolio managers. Therefore, the Fund’s
performance will reflect, in part, the ability of the portfolio managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund could underperform its benchmark
index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants
Columbia Variable Portfolio Funds
Summary of Columbia VP – Disciplined Core
Fund
(continued)
entering into offsetting transactions rather
than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a
high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are
potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges.
Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to
Columbia Variable Portfolio Funds
Summary of Columbia VP – Disciplined Core
Fund
(continued)
its inception date. Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
16.69%
|
Worst
|
4th Quarter 2008
|
-24.22%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
8.07%
|
13.92%
|
5.79%
|
Class
2
|
05/03/2010
|
7.82%
|
13.64%
|
5.56%
|
Class
3
|
10/13/1981
|
7.94%
|
13.78%
|
5.70%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2010
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Disciplined Core
Fund
(continued)
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
Investment Objective
Columbia Variable Portfolio (VP) – Dividend
Opportunity Fund (the Fund) seeks to provide shareholders with a high level of current income and, as a secondary objective, steady growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.66%
|
0.66%
|
0.66%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.08%
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.74%
|
0.99%
|
0.87%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
76
|
$237
|
$411
|
$
918
|
Class
2
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Class
3
(whether or not shares are redeemed)
|
$
89
|
$278
|
$482
|
$1,073
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 64% of the average value of its portfolio.
Principal Investment Strategies
The Fund’s assets primarily are invested in equity
securities. Under normal market conditions, the Fund will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) in dividend-paying common and preferred stocks. The selection of dividend-paying stocks
is the primary decision in building the
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
(continued)
investment portfolio. The Fund invests
principally in securities of companies believed to be attractively valued and to have the potential for long-term growth. The Fund may invest in companies that have market capitalizations of any size. The Fund may from time to time emphasize one or
more sectors in selecting its investments, including the energy sector.
The Fund may invest up to 25% of its net assets in foreign
investments. Foreign investments include depositary receipts.
The Fund may invest in derivatives, including structured
investments (including equity-linked notes), for investment purposes, for risk management (hedging) purposes and to increase investment flexibility.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its
obligations. As a result, the Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events, including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders
may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder
communications. The Fund may invest significantly in depositary receipts.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
(continued)
performance of derivatives. Derivatives can increase the Fund’s risk
exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk,
pricing risk and volatility risk.
Derivatives Risk –
Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments may lack
a liquid secondary market and their prices or value can be volatile which could result in significant losses for the Fund. Structured investments may create economic leverage which may increase the volatility of the value of the investment.
Structured investments can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not
ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the
stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the energy sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Energy Sector.
The Fund may
be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider
variety
of companies
in unrelated sectors.
Companies in the energy
sector are subject to certain risks, including legislative or regulatory changes, adverse
market
conditions and increased competition.
Performance of such companies may be affected by factors including, among others,
fluctuations in energy prices and supply and demand of energy fuels,
energy conservation, the success of exploration projects, local and international politics,
and
events occurring in nature. For instance, natural events (such as earthquakes,
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
(continued)
hurricanes or fires in prime natural
resources areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage
and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations,
legislative or regulatory changes, local and international politics, and adverse market conditions.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a broad measure of market performance, as well as another measure of performance for markets in which the Fund may invest.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
17.80%
|
Worst
|
4th Quarter 2008
|
-23.96%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
13.67%
|
12.00%
|
4.86%
|
Class
2
|
05/03/2010
|
13.41%
|
11.74%
|
4.64%
|
Class
3
|
09/15/1999
|
13.52%
|
11.87%
|
4.77%
|
MSCI
USA High Dividend Yield Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
15.10%
|
12.79%
|
6.95%
|
Russell
1000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
17.34%
|
14.80%
|
5.72%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Steven
Schroll
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2003
|
Paul
Stocking
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2006
|
Dean
Ramos, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Dividend
Opportunity Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Emerging Markets
Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
1.15%
|
1.15%
|
1.15%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.14%
|
0.14%
|
0.14%
|
Total
annual Fund operating expenses
|
1.29%
|
1.54%
|
1.42%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.01%)
|
(0.01%)
|
(0.01%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
1.28%
|
1.53%
|
1.41%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 1.28% for Class 1, 1.53% for Class 2 and 1.405% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$130
|
$408
|
$707
|
$1,556
|
Class
2
(whether or not shares are redeemed)
|
$156
|
$485
|
$838
|
$1,834
|
Class
3
(whether or not shares are redeemed)
|
$143
|
$448
|
$775
|
$1,701
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 74% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including, but not limited to, common stocks, preferred stocks and securities convertible into common or preferred stocks) of companies located in
emerging market countries. The Fund may also gain exposure to such companies through investment in depositary receipts. Emerging market countries include those countries whose economies are considered to be developing or emerging from
underdevelopment.
The Fund may invest in a variety of
countries, industries and sectors and does not attempt to invest a specific percentage of its assets in any given country, industry or sector. However, the Fund has invested substantially in the financial services sector and information technology
and technology-related sectors and may continue to invest substantially in these or other sectors in the future. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region. The
Fund may invest in companies that have market capitalizations of any size.
The Fund may invest in special situations,
such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund may invest in securities that the investment manager
believes are undervalued, represent growth opportunities, or both.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications. The Fund may invest significantly in depositary receipts.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund
may
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
have to accept a lower selling price for the
holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment
opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest
rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price
volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the
time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV,
including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market
risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not
ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the
stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector and the information technology
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
Such competitive pressures may lead to limited earnings and/or falling profit
margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than
other securities, especially over the short term.
Small-
and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger
companies) because small- and mid-cap companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and
mid-cap companies may be less liquid and more volatile than the securities of larger companies.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of uncertainty that can be
associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following the offering. It is
possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Certain “special situation”
investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the
special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of
assets.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
32.32%
|
Worst
|
3rd Quarter 2008
|
-29.11%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
5.13%
|
2.15%
|
1.62%
|
Class
2
|
05/03/2010
|
4.81%
|
1.90%
|
1.41%
|
Class
3
|
05/01/2000
|
4.97%
|
2.03%
|
1.53%
|
MSCI
Emerging Markets Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
11.19%
|
1.28%
|
1.84%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dara
White, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2012
|
Robert
Cameron
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Jasmine
(Weili) Huang, CFA, CPA
(U.S. and China), CFM
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Young
Kim
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Perry
Vickery, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
January
2017
|
Purchase and Sale of
Fund Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Emerging Markets
Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Global Bond Fund (the
Fund) seeks to provide shareholders with high total return through income and growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.65%
|
0.65%
|
0.65%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.15%
|
0.15%
|
0.15%
|
Total
annual Fund operating expenses
|
0.80%
|
1.05%
|
0.93%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.13%)
|
(0.13%)
|
(0.13%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.67%
|
0.92%
|
0.80%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.67% for Class 1, 0.92% for Class 2 and 0.795% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$68
|
$242
|
$431
|
$
978
|
Class
2
(whether or not shares are redeemed)
|
$94
|
$321
|
$567
|
$1,271
|
Class
3
(whether or not shares are redeemed)
|
$82
|
$283
|
$502
|
$1,131
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 162% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in debt obligations of issuers located in at least three different countries (which may include the U.S.). Debt obligations include debt securities
and instruments, including money market instruments, either issued or guaranteed as to principal and interest by (i) the U.S. Government, its agencies, authorities or instrumentalities, (ii) non-U.S. governments, their agencies, authorities or
instrumentalities, or (iii) corporate or other non-governmental entities. The Fund may invest in debt securities and instruments across the credit quality spectrum and, at times, may invest significantly in below investment-grade fixed-income
securities and instruments (commonly referred to as “high yield” investments or “junk bonds”) in seeking to achieve higher dividends and/or capital appreciation.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
Under normal circumstances, the Fund
generally invests at least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities
traded on non-U.S. exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The
Fund considers a company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus
its investments in certain countries or geographic areas and may invest in issuers in emerging markets.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio. The Fund may from time to time emphasize one or more sectors in selecting its investments.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In addition, in pursuing its objective, the
Fund, employing both fundamental and quantitative analyses, may enter into various currency-, interest rate- and credit-related transactions involving derivatives instruments. The Fund may invest in derivatives, such as forward contracts (including
forward foreign currency contracts), futures contracts (including currency futures, index futures, interest rate futures and other bond futures) and swap contracts (including credit default swaps, credit default swap indexes, inflation rate swaps,
interest rate swaps and portfolio and total return swaps). The use of these derivative instruments allows the Fund to obtain net long or net negative (short) exposure to selected currencies, interest rates, credit risks and duration risks. The Fund
may use these derivatives as well as “to be announced” (TBA) mortgage-backed securities in an effort to leverage exposures and produce incremental earnings, for hedging purposes, to obtain increased or decreased exposures to various
markets/sectors or to increase investment flexibility. Actual long and short exposures will vary over time based on factors such as market movements, assessments of market conditions, macroeconomic analysis and qualitative valuation analysis.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
While
security selection is driven by fundamental concepts, a quantitative process is used to construct the portfolio. Additionally, a qualitative review of the quantitative output is conducted by the portfolio managers. Therefore, the Fund’s
performance will reflect, in part, the ability of the portfolio managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund could underperform its benchmark
index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
illiquidity, unusually high trading volume and other negative impacts, such
as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward
contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty
risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, short sales, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate
changes in the NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as
derivatives, the Fund may experience capital losses that exceed the net assets of the Fund. Because short sales involve borrowing securities and then selling them, the Fund’s short sales effectively leverage the Fund’s assets. The Fund's
assets that are used as collateral to secure the Fund's obligations to return the securities sold short may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase the collateral.
Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund’s volatility and risk of loss. There can be no
guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the
holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. By investing in a Money Market Fund,
the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent
the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities
they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money
market funds.
Non-Diversified
Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This
increases the risk that a change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's
value will likely be more volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models will perform as
expected.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
required of public companies and is not
publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential,
which could also adversely affect the Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector. Companies in the same sector may be similarly affected by economic, regulatory,
political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially
reduces the risks of loss and volatility.
Short Positions Risk.
The Fund
may establish short positions which introduce more risk to the Fund than long positions (where the Fund owns the instrument or other asset) because the maximum sustainable loss on an instrument or other asset purchased (held long) is limited to the
amount paid for the instrument or other asset plus the transaction costs, whereas there is no maximum price of the shorted instrument or other asset when purchased in the open market. Therefore, in theory, short positions have unlimited risk. The
Fund’s use of short positions in effect “leverages” the Fund. Leverage potentially exposes the Fund to greater risks of loss due to unanticipated market movements, which may magnify losses and increase the volatility of returns. To
the extent the Fund takes a short position in a derivative instrument or other asset, this involves the risk of a potentially unlimited increase in the value of the underlying instrument or other asset.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject. Sovereign debt risk is increased for emerging market issuers.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2010
|
8.20%
|
Worst
|
4th Quarter 2016
|
-7.62%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
-1.00%
|
-1.60%
|
2.12%
|
Class
2
|
05/03/2010
|
-1.35%
|
-1.83%
|
1.91%
|
Class
3
|
05/01/1996
|
-1.23%
|
-1.72%
|
2.03%
|
Bloomberg
Barclays Global Aggregate Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.09%
|
0.21%
|
3.29%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Adrian
Hilton
|
|
Portfolio
Manager and Head of Interest Rates and Currency
|
|
Lead
manager
|
|
March
2017
|
Jim
Cielinski
|
|
Managing
Director and Global Head of Fixed Income
|
|
Co manager
|
|
2013
|
Gene
Tannuzzo, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Global Bond Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Government Money
Market Fund
Investment Objective
Columbia Variable Portfolio (VP) – Government Money
Market Fund (the Fund) seeks to provide shareholders with maximum current income consistent with liquidity and stability of principal.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.39%
|
0.39%
|
0.39%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.10%
|
0.10%
|
0.10%
|
Total
annual Fund operating expenses
|
0.49%
|
0.74%
|
0.62%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.04%)
|
(0.04%)
|
(0.04%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.45%
|
0.70%
|
0.58%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.45% for Class 1, 0.70% for Class 2 and 0.575% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$46
|
$153
|
$270
|
$612
|
Class
2
(whether or not shares are redeemed)
|
$72
|
$233
|
$408
|
$915
|
Class
3
(whether or not shares are redeemed)
|
$59
|
$195
|
$342
|
$770
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Government Money
Market Fund
(continued)
Principal Investment Strategies
The Fund invests at least 99.5% of its total assets in
government securities, cash and/or repurchase agreements collateralized solely by government securities or cash. For purposes of this policy, “government securities” are any securities issued or guaranteed as to principal or interest by
the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States, or any certificate of deposit for any of the
foregoing.
The Fund typically invests in U.S. Treasury
bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations. The Fund may invest in variable and floating rate
instruments, and may transact in securities on a when-issued, delayed delivery or forward commitment basis. The Fund invests in a portfolio of securities maturing in 397 days or less (as maturity is calculated by U.S. Securities and Exchange
Commission (SEC) rules governing the operation of money market funds) that will have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
The securities purchased by the Fund are
subject to the quality, diversification, and other requirements of Rule 2a-7 under the Investment Company Act of 1940, as amended (the 1940 Act), and other rules of the SEC. Under normal market conditions, the Fund invests at least 80% of its net
assets (including the amount of any borrowings for investment purposes) in government securities and/or repurchase securities that are collateralized by government securities. The Fund will only purchase government securities, cash, repurchase
agreements collateralized solely by government securities or cash, and up to 0.5% of the Fund’s total assets may be invested in other securities that present minimal credit risk as determined by Columbia Management Investment Advisers, LLC,
the Fund’s investment manager (the Investment Manager), pursuant to guidelines approved by the Fund’s Board of Trustees.
The Board of Trustees of the Fund has determined that the Fund
will not be subject to liquidity fees and redemption gates at this time.
Principal Risks
You could lose money by investing in
the Fund. Although the Fund seeks to preserve the net asset value (NAV) of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit
Insurance Corporation (FDIC) or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor or any person will provide financial support to the
Fund at any time.
The principal risks
associated with an investment in the Fund include:
Active
Management Risk.
Due to its active management, the Fund could underperform other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of a security or instrument in the Fund’s portfolio may or will decline if the issuer fails to pay interest or repay principal when due. The value of fixed-income
securities may decline if the issuer of the security defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when due. Rating agencies
assign credit ratings to certain fixed-income securities to indicate their credit risk. Unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. If the Fund purchases unrated securities, or if the
ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Government Money
Market Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of debt instruments tend to fall,
and if interest rates fall, the values of debt instruments tend to rise. Changes in the value of a debt instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of the Fund's shares.
Interest rate declines also may increase prepayments of debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and
central banking authorities can result in increases in interest rates. Such actions may negatively affect the value of debt instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. The Fund’s yield will
vary; it is not fixed for a specific period like the yield on a bank certificate of deposit. Under certain circumstances, the yield decline could cause the Fund’s net yield to be negative (such as when Fund expenses exceed income levels).
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Risk.
Although government money market funds (such as the Fund) may seek to preserve the value of shareholders’ investment at $1.00 per share, the NAVs of such money market fund shares can fall, and in infrequent cases
in the past have fallen, below $1.00 per share, potentially causing shareholders who redeem their shares at such NAVs to lose money from their original investment.
At times of (i) significant redemption activity by
shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy redemption activity, and (iii) disruption in the
normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash to pay redeeming shareholders. Sales of portfolio
securities at such times could result in losses to the Fund and cause the NAV of Fund shares to fall below $1.00 per share. Additionally, in some cases, the default of a single portfolio security could cause the NAV of Fund shares to fall below
$1.00 per share. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and you should not expect that they or any person will provide financial support to the Fund at
any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Repurchase Agreements Risk.
Repurchase agreements are agreements in which the seller of a security to the Fund agrees to repurchase that security from the Fund at a mutually agreed upon price and time. Repurchase agreements carry the risk that the
counterparty may not fulfill its obligations under the agreement. This could cause the Fund's income and the value of your investment in the Fund to decline.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The performance of one or more share classes
shown in the table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating
expenses of such classes,
Columbia Variable Portfolio Funds
Summary of Columbia VP – Government Money
Market Fund
(continued)
where applicable) for periods prior to its inception date.
Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract or Qualified Plan and would be lower if they did.
Prior to May 1, 2016, the Fund operated as a prime money
market fund and invested in certain types of securities that the Fund is no longer permitted to hold to any significant extent (i.e., over 0.5% of total assets). Consequently, the performance information below may have been different if the current
investment limitations had been in effect during the period prior to the Fund’s conversion to a government money market fund.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information, including current 7-day yield, can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2007
|
1.21%
|
Worst
|
1st Quarter 2010
|
0.002%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
0.01%
|
0.01%
|
0.71%
|
Class
2
|
05/03/2010
|
0.01%
|
0.01%
|
0.72%
|
Class
3
|
10/13/1981
|
0.01%
|
0.01%
|
0.72%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Purchase and
Sale of Fund Shares
The Fund is available for purchase
through Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not
be purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information
about minimum investment requirements and how to purchase and redeem shares of the Fund.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Government Money
Market Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
Investment Objective
Columbia Variable Portfolio (VP) – High Yield Bond
Fund (the Fund) seeks to provide shareholders with high current income as its primary objective and, as its secondary objective, capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.65%
|
0.65%
|
0.65%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.10%
|
0.10%
|
0.10%
|
Total
annual Fund operating expenses
|
0.75%
|
1.00%
|
0.88%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
77
|
$240
|
$417
|
$
930
|
Class
2
(whether or not shares are redeemed)
|
$102
|
$318
|
$552
|
$1,225
|
Class
3
(whether or not shares are redeemed)
|
$
90
|
$281
|
$488
|
$1,084
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 51% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in high-yield debt instruments (commonly referred to as “junk” bonds or securities). These high yield debt instruments include corporate debt securities
as well as floating rate loans rated below investment grade by a nationally recognized statistical rating organization, or if unrated, determined to be of comparable quality.
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
The Fund may invest up to 25% of its net assets in debt
instruments of foreign issuers.
Corporate debt
instruments in which the Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio managers in selecting investments than either maturity or
duration.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
Portfolio managers may avoid the receipt of material, non-public information (Confidential Information) about the issuers of floating rate loans (including from the issuer itself) being considered for acquisition by the
Fund, or held in the Fund. A decision not to receive Confidential Information may disadvantage the Fund and could adversely affect the Fund’s performance.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of
the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell
the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may include highly leveraged transactions whereby the borrower assumes large amounts of debt in order to have the financial resources to attempt to achieve
its business objectives. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets. There
is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower defaults, the Fund’s access
to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
take action with respect to a loan that is adverse to the holders of the
loan, and the Fund, to enforce its rights in the event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a
lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the
value of the collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The
Fund may acquire a participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation
interest, and it normally would not have any direct rights against the borrower.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
its inception date. Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no
guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
25.06%
|
Worst
|
4th Quarter 2008
|
-19.01%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
11.84%
|
7.16%
|
7.19%
|
Class
2
|
05/03/2010
|
11.65%
|
6.90%
|
6.95%
|
Class
3
|
05/01/1996
|
11.72%
|
7.04%
|
7.10%
|
BofA
Merrill Lynch US Cash Pay High Yield Constrained Index
(reflects no deductions for fees, expenses or taxes)
|
|
17.34%
|
7.30%
|
7.36%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Jennifer
Ponce de Leon
|
|
Senior
Portfolio Manager and Head of US High Yield and Co-Head of Global High Yield
|
|
Co-manager
|
|
2010
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Columbia Variable Portfolio Funds
Summary of Columbia VP – High Yield Bond
Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
Investment Objective
Columbia Variable Portfolio (VP) – Income
Opportunities Fund (the Fund) seeks to provide shareholders with a high total return through current income and capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.65%
|
0.65%
|
0.65%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.10%
|
0.10%
|
0.10%
|
Total
annual Fund operating expenses
(a)
|
0.75%
|
1.00%
|
0.88%
|
(a)
|
“Total annual Fund
operating expenses” are higher than “Total gross expenses” shown in the
Financial Highlights
section of this prospectus because “Total gross expenses” were reduced due to an
extraordinary reimbursement of expenses overbilled by a third party.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
77
|
$240
|
$417
|
$
930
|
Class
2
(whether or not shares are redeemed)
|
$102
|
$318
|
$552
|
$1,225
|
Class
3
(whether or not shares are redeemed)
|
$
90
|
$281
|
$488
|
$1,084
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 48% of the average value of its portfolio.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
Principal Investment Strategies
Under normal market conditions, the Fund’s assets are
invested primarily in income-producing debt securities, with an emphasis on the higher rated segment of the high-yield (junk bond) market. These income-producing debt instruments include corporate debt securities as well as bank loans. The Fund will
purchase only debt instruments rated B or above, or if unrated, determined to be of comparable quality. If a debt instrument falls below a B rating after investment by the Fund, the Fund may continue to hold the instrument.
The Fund may invest up to 25% of its net assets in foreign
investments.
Corporate debt instruments in which the
Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio manager in selecting investments than either maturity or
duration.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
Portfolio managers may avoid the receipt of material, non-public information (Confidential Information) about the issuers of floating rate loans (including from the issuer itself) being considered for acquisition by the
Fund, or held in the Fund. A decision not to receive Confidential Information may disadvantage the Fund and could adversely affect the Fund’s performance.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
risk that a court could take action with respect to a loan that is adverse to
the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely
affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a
default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an
issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may include highly leveraged transactions whereby the borrower assumes large amounts of debt in order to have the financial resources to attempt to achieve
its business objectives. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
interest rate increases could cause the value of the Fund’s investments
in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
restrictive covenants limiting the ability of the borrower to further
encumber its assets. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower
defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan, and the
Fund, to enforce its rights in the event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority
for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the
collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The Fund may acquire
a participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally
would not have any direct rights against the borrower.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio manager may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio manager may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
16.68%
|
Worst
|
4th Quarter 2008
|
-13.35%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
10.93%
|
6.66%
|
7.02%
|
Class
2
|
05/03/2010
|
10.80%
|
6.46%
|
6.81%
|
Class
3
|
06/01/2004
|
10.86%
|
6.54%
|
6.94%
|
BofA
Merrill Lynch BB-B US Cash Pay High Yield Constrained Index
(reflects no deductions for fees, expenses or taxes)
|
|
14.76%
|
7.04%
|
6.95%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Manager
|
|
2004
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Income
Opportunities Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Intermediate
Bond Fund (the Fund) seeks to provide shareholders with a high level of current income while attempting to conserve the value of the investment for the longest period of time.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.47%
|
0.47%
|
0.47%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.07%
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.54%
|
0.79%
|
0.67%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$55
|
$173
|
$302
|
$677
|
Class
2
(whether or not shares are redeemed)
|
$81
|
$252
|
$439
|
$978
|
Class
3
(whether or not shares are redeemed)
|
$68
|
$214
|
$373
|
$835
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 400% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. government,
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
corporate bonds, and mortgage- and asset-backed securities. The Fund may
invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or
“junk” bonds).
The Fund may invest up to 25%
of its net assets in foreign investments, including emerging markets.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes, interest rate swaps and portfolio and total return swaps) for hedging and investment purposes and to manage
market exposure of the Fund.
The Fund may
purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll
transaction.
The Fund’s investments in
mortgage-related securities include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
While the Fund may invest in securities of any maturity, under
normal circumstances, the Fund’s dollar-weighted average maturity will be between three and ten years.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
include invalidating the loan, the lien on the collateral, the priority
status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the
Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may
increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same
borrower.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
underlying references and their attendant risks, such as credit risk, market
risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with,
yields on such types of debt instruments. Because rates on certain
floating rate loans and other debt instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases
could cause the value of the Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so,
which could result in losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to
prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in
securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
yields on IOs and POs are extremely sensitive to the rate of principal
payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect the yield
to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than would be
the case with a traditional mortgage-backed security.
U.S.
Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that
the U.S. Government may be, or be perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities
or enterprises may or may not be backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
5.48%
|
Worst
|
4th Quarter 2008
|
-2.82%
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Intermediate Bond
Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
4.68%
|
3.11%
|
4.29%
|
Class
2
|
05/03/2010
|
4.43%
|
2.86%
|
4.07%
|
Class
3
|
10/13/1981
|
4.54%
|
2.98%
|
4.20%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
4.34%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Carl
Pappo, CFA
|
|
Senior
Portfolio Manager and Head of Core Fixed Income
|
|
Lead
manager
|
|
2011
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Jason
Callan
|
|
Senior
Portfolio Manager and Head of Structured Assets
|
|
Co-manager
|
|
January
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Growth
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Large Cap Growth Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.72%
|
0.72%
|
0.72%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.08%
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.80%
|
1.05%
|
0.93%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
82
|
$255
|
$444
|
$
990
|
Class
2
(whether or not shares are redeemed)
|
$107
|
$334
|
$579
|
$1,283
|
Class
3
(whether or not shares are redeemed)
|
$
95
|
$296
|
$515
|
$1,143
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 54% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of large capitalization companies that fall within the range of the Russell 1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March
31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. The Fund invests primarily in common stocks of companies that
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Growth
Fund
(continued)
the investment manager believes have the
potential for long-term, above-average earnings growth. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector, health care sector, and the information technology and
technology-related sectors.
The Fund may invest
up to 25% of its net assets in foreign investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Growth
Fund
(continued)
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector, health care sector, and the
information technology and technology-related sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments
in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services (especially for companies dependent
upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar
litigation as well as product obsolescence.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Growth
Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
17.27%
|
Worst
|
4th Quarter 2008
|
-24.78%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/10
|
1.24
|
14.63
|
5.85
|
Class
2
|
05/03/10
|
1.02
|
14.34
|
5.61
|
Class
3
|
09/15/99
|
1.17
|
14.50
|
5.78
|
Russell
1000 Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.08
|
14.50
|
8.33
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Wilson, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2010
|
Peter
Deininger, CFA, CAIA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Tchintcia
Barros, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Growth
Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Index
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Large
Cap Index Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.20%
|
0.20%
|
0.20%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.11%
|
0.11%
|
0.11%
|
Total
annual Fund operating expenses
|
0.31%
|
0.56%
|
0.44%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$32
|
$100
|
$174
|
$393
|
Class
2
(whether or not shares are redeemed)
|
$57
|
$179
|
$313
|
$701
|
Class
3
(whether or not shares are redeemed)
|
$45
|
$141
|
$246
|
$555
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 5% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in common stocks that comprise the Standard & Poor's (S&P) 500 Index (the Index).
The Fund may invest in derivatives, including futures
(including equity index futures), for cash equitization purposes.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Index
Fund
(continued)
Different common stocks have different weightings in the
Index, depending on the amount of stock outstanding and the stock’s current price. In seeking to match the performance of the Index, Columbia Management Investment Advisers, LLC (the Investment Manager) attempts to allocate the Fund’s
assets among common stocks in approximately the same weightings as the Index. This is referred to as a passive or indexing approach to investing.
As a result of the Fund’s indexing approach to investing, the Fund will
typically emphasize within the portfolio those economic sectors emphasized by the Index, such as the information technology sector. The Fund may buy shares of Ameriprise Financial, Inc., an affiliate of the Investment Manager, which is currently
included in the Index, subject to certain restrictions.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Correlation/Tracking Error Risk.
The Fund’s value will generally decline when the performance of the Index declines. A number of factors may affect the Fund’s ability to achieve a high degree of correlation with the Index, and there is no
guarantee that the Fund will achieve a high degree of correlation. Failure to achieve such degree of correlation may prevent the Fund from achieving its investment objective. The factors that may adversely affect the Fund’s correlation with
the Index include the size of the Fund’s portfolio, fees, expenses, transaction costs, income items, valuation methodology, accounting standards, the effectiveness of sampling techniques, changes in the Index and disruptions or illiquidity in
the markets for the securities in which the Fund invests. While the Fund typically attempts to track the performance of the Index by investing all, or substantially all, of its assets in the types of securities that make up the Index in
approximately the same proportion as their weighting in the Index, at times, the Fund may not have investment exposure to all securities in the Index, or its weighting of investment exposure to securities may be different from that of the Index. In
addition, the Fund may invest in securities not included in the Index. The Fund may take or refrain from taking investment positions for various reasons, such as tax efficiency purposes, or to comply with regulatory restrictions, which may
negatively affect the Fund’s correlation with the Index. The Fund may also be subject to large movements of assets into and out of the Fund, potentially resulting in the Fund being over- or under-exposed to certain securities comprising the
Index and may be impacted by Index reconstitutions and Index rebalancing events. The Fund also bears management and other expenses and transaction costs in trading securities, which the Index does not bear. Accordingly, the Fund’s performance
will likely fail to match the performance of the Index, after taking expenses into account. Any of these factors could decrease correlation between the performance of the Fund and the Index and may hinder the Fund’s ability to meet its
investment objective. It is not possible to invest directly in an index.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Index
Fund
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector. Companies in the same
sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly
the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Index
Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
15.79%
|
Worst
|
4th Quarter 2008
|
-21.84%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
04/25/2011
|
11.58%
|
14.29%
|
6.58%
|
Class
2
|
04/25/2011
|
11.31%
|
14.00%
|
6.41%
|
Class
3
|
05/01/2000
|
11.51%
|
14.15%
|
6.52%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Christopher
Lo, Ph.D., CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2014
|
Vadim
Shteyn
|
|
Associate
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Large Cap Index
Fund
(continued)
Purchase and Sale of Fund Shares
The Fund is available for purchase through Contracts offered
by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be purchased or sold by
individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about minimum investment
requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Growth
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Mid Cap Growth
Fund (the Fund) seeks to provide shareholders with growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.82%
|
0.82%
|
0.82%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.10%
|
0.10%
|
0.10%
|
Total
annual Fund operating expenses
|
0.92%
|
1.17%
|
1.05%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.19%)
|
(0.19%)
|
(0.19%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.73%
|
0.98%
|
0.86%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.73% for Class 1, 0.98% for Class 2 and 0.855% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
75
|
$274
|
$491
|
$1,114
|
Class
2
(whether or not shares are redeemed)
|
$100
|
$353
|
$625
|
$1,403
|
Class
3
(whether or not shares are redeemed)
|
$
88
|
$315
|
$561
|
$1,265
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Growth
Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 150% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) at the time of purchase in the common stocks of mid-capitalization companies. For these purposes, mid-cap companies are considered to be
companies whose market capitalization falls within the market capitalization range of the companies that comprise the Russell Midcap Index (the Index) at the time of purchase (between $70.3 million and $59.4 billion as of March 31, 2017). The market
capitalization range and composition of the companies in the Index are subject to change.
The Fund invests typically in common stocks of companies
believed to have the potential for long-term, above-average earnings growth but may invest in companies for their short, medium or long-term prospects. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the consumer discretionary sector and the information technology sector.
The Fund may invest up to 20% of its total assets in foreign
securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may invest in special situations,
such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Growth
Fund
(continued)
other taxes on the Fund’s income, capital gains or proceeds from the
disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mid-Cap Company Securities Risk.
Investments in mid-capitalization companies (mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because mid-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and may be less liquid than the securities of larger companies.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector and the information technology
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Growth
Fund
(continued)
Such competitive pressures may lead to limited earnings and/or falling profit
margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than
other securities, especially over the short term.
Special
Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because
of the high degree of uncertainty that can be associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may
operate at a loss following the offering. It is possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable
fluctuations. Certain “special situation” investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent
ownership interests therein from being withdrawn until the special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special situations may have a magnified effect
on the performance of funds with small amounts of assets.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
26.91%
|
Worst
|
4th Quarter 2008
|
-28.83%
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Growth
Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
2.29%
|
11.13%
|
6.45%
|
Class
2
|
05/03/2010
|
2.03%
|
10.87%
|
6.24%
|
Class
3
|
05/01/2001
|
2.16%
|
11.01%
|
6.36%
|
Russell
Midcap Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.33%
|
13.51%
|
7.83%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
George
Myers, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2011
|
Brian
Neigut
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
William
Chamberlain, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value
Fund
Investment Objective
Columbia Variable Portfolio (VP) – Mid Cap
Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.82%
|
0.82%
|
0.82%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.12%
|
0.12%
|
0.12%
|
Total
annual Fund operating expenses
|
0.94%
|
1.19%
|
1.07%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.09%)
|
(0.09%)
|
(0.09%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.85%
|
1.10%
|
0.98%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.85% for Class 1, 1.10% for Class 2 and 0.975% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
87
|
$291
|
$511
|
$1,146
|
Class
2
(whether or not shares are redeemed)
|
$112
|
$369
|
$646
|
$1,435
|
Class
3
(whether or not shares are redeemed)
|
$100
|
$331
|
$581
|
$1,298
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 57% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of medium-sized companies. Medium-sized companies are those whose market capitalizations at the time of purchase fall within the
market capitalization range of the Russell Midcap Value Index (the Index) (between $203.0 million and $38.8 billion as of March 31, 2017). The market capitalization range and composition of the companies in the Index are subject to
change.
The Fund may invest up to 25% of its net assets
in foreign investments. The Fund normally invests in common stocks and also may invest in real estate investment trusts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services
sector.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value Fund
(continued)
in interest rates or property values. REITs are entities that either own
properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the underlying properties owned by the REIT,
changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or regulatory matters affecting the real estate
industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be subject to more abrupt or erratic price
movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially mortgage REITs) are affected by risks
similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value Fund
(continued)
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value Fund
(continued)
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
23.27%
|
Worst
|
4th Quarter 2008
|
-28.69%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
14.15%
|
14.79%
|
6.69%
|
Class
2
|
05/03/2010
|
13.85%
|
14.54%
|
6.50%
|
Class
3
|
05/02/2005
|
14.00%
|
14.67%
|
6.61%
|
Russell
Midcap Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
20.00%
|
15.70%
|
7.59%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Hoffman
|
|
Senior
Portfolio Manager
|
|
Co-lead
manager
|
|
2013
|
Diane
Sobin, CFA
|
|
Senior
Portfolio Manager and Head of U.S. Equities
|
|
Co-lead
manager
|
|
2013
|
Jonas
Patrikson, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2014
|
Nicolas
Janvier, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible
Columbia Variable Portfolio Funds
Summary of Columbia VP – Mid Cap Value Fund
(continued)
investors authorized by the Distributor. You should consult with the
participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
Investment Objective
Columbia Variable Portfolio (VP) – Select
International Equity Fund (the Fund) seeks to provide shareholders with capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.85%
|
0.85%
|
0.85%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.09%
|
0.09%
|
0.09%
|
Total
annual Fund operating expenses
(a)
|
0.94%
|
1.19%
|
1.07%
|
(a)
|
“Total annual Fund
operating expenses” are higher than “Total gross expenses” shown in the
Financial Highlights
section of this prospectus because “Total gross expenses” were reduced due to an
extraordinary reimbursement of expenses overbilled by a third party.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
96
|
$300
|
$520
|
$1,155
|
Class
2
(whether or not shares are redeemed)
|
$121
|
$378
|
$654
|
$1,443
|
Class
3
(whether or not shares are redeemed)
|
$109
|
$340
|
$590
|
$1,306
|
Portfolio Turnover
The Fund may pay transaction costs, such as commissions, when
it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the
Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 57% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including common stock, preferred stock, and depositary receipts) of companies located in at least three countries other than the United States,
including emerging market countries. The
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
(continued)
Fund invests in companies that are believed to have the
potential for growth. The Fund typically employs a focused portfolio investing style, which results in fewer holdings than a fund that seeks to achieve its investment objective by investing in a greater number of issuers.
The Fund may invest in companies involved in
initial public offerings, tender offers, mergers, other corporate restructurings and other special situations. The Fund may invest in equity securities of issuers of any market capitalization. From time to time, the Fund may focus its investments in
certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying
foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience
difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
(continued)
fluctuations in a foreign currency's strength or weakness
relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can pose
significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
(continued)
and other factors can lead to an increase in
Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less
developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not
ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the
stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of uncertainty that can be
associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following the offering. It is
possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Certain “special situation”
investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the
special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of
assets.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The Fund’s performance prior to May 2015 reflects
returns achieved pursuant to different principal investment strategies. If the Fund’s current strategies had been in place for the prior periods, results shown may have been different.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
19.41%
|
Worst
|
3rd Quarter 2011
|
-20.53%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
-6.00%
|
5.47%
|
1.11%
|
Class
2
|
05/03/2010
|
-6.27%
|
5.19%
|
0.84%
|
Class
3
|
01/13/1992
|
-6.10%
|
5.33%
|
1.02%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
0.75%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Threadneedle International Limited
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select
International Equity Fund
(continued)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Simon
Haines, CFA
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Portfolio
Manager
|
|
2013
|
William
Davies
|
|
Head
of Global Equities, EMEA, and Deputy Head of Equities at Threadneedle International Limited
|
|
Deputy
Portfolio Manager
|
|
2013
|
David
Dudding, CFA
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Deputy
Portfolio Manager
|
|
2015
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Large-Cap
Value Fund
Investment Objective
Columbia Variable Portfolio (VP) – Select Large-Cap
Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.75%
|
0.75%
|
0.75%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.07%
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.82%
|
1.07%
|
0.95%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.06%)
|
(0.06%)
|
(0.06%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.76%
|
1.01%
|
0.89%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.76% for Class 1, 1.01% for Class 2 and 0.885% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
78
|
$256
|
$449
|
$1,008
|
Class
2
(whether or not shares are redeemed)
|
$103
|
$334
|
$584
|
$1,300
|
Class
3
(whether or not shares are redeemed)
|
$
91
|
$297
|
$520
|
$1,161
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Large-Cap
Value Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 26% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which large market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager to be undervalued, either historically, by the market, or as compared
with issuers in the same or similar industry or sector.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the financial services sector. The Fund may hold a small number of securities, consistent with its value investment approach.
Generally, the Fund anticipates holding between 30 and 40 securities in
its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Large-Cap
Value Fund
(continued)
level of loans to real estate developers, which makes them vulnerable to
economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances, may lead to losses (e.g., subprime loans). Companies
in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that they may charge. In addition,
profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a broad measure of market performance, as well as another measure of performance for markets in which the Fund may invest.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
22.65%
|
Worst
|
4th Quarter 2008
|
-20.72%
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Large-Cap
Value Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
19.95%
|
15.79%
|
6.51%
|
Class
2
|
05/03/2010
|
19.63%
|
15.48%
|
6.29%
|
Class
3
|
02/04/2004
|
19.81%
|
15.65%
|
6.42%
|
Russell
1000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
17.34%
|
14.80%
|
5.72%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Rosen
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2008
|
Kari
Montanus
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Richard
Taft, CPA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
October
2016
|
Purchase and Sale of
Fund Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Smaller-Cap
Value Fund
Investment Objective
Columbia Variable Portfolio (VP) – Select
Smaller-Cap Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.87%
|
0.87%
|
0.87%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.14%
|
0.14%
|
0.14%
|
Total
annual Fund operating expenses
|
1.01%
|
1.26%
|
1.14%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.13%)
|
(0.13%)
|
(0.13%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.88%
|
1.13%
|
1.01%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.88% for Class 1, 1.13% for Class 2 and 1.005% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
90
|
$309
|
$545
|
$1,224
|
Class
2
(whether or not shares are redeemed)
|
$115
|
$387
|
$679
|
$1,511
|
Class
3
(whether or not shares are redeemed)
|
$103
|
$349
|
$615
|
$1,375
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Smaller-Cap
Value Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 32% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of smaller capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 2000
®
Value Index (the Index) at the time of purchase (between $32.5 million and $13.3 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which smaller market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund may invest up to 25% of its net assets in foreign investments. The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager
to be undervalued, either historically, by the market, or as compared with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services
sector. The Fund also may invest in real estate investment trusts. The Fund may hold a small number of securities, consistent with its value investment approach. Generally, the Fund anticipates holding between 40 and 50 securities in its portfolio;
however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Smaller-Cap
Value Fund
(continued)
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small Company Securities Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to have less predictable earnings and may lack
the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Smaller-Cap
Value Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
31.51%
|
Worst
|
3rd Quarter 2011
|
-24.59%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
13.95%
|
15.46%
|
6.97%
|
Class
2
|
05/03/2010
|
13.66%
|
15.20%
|
6.75%
|
Class
3
|
09/15/1999
|
13.83%
|
15.32%
|
6.88%
|
Russell
2000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
31.74%
|
15.07%
|
6.26%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Rosen
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2008
|
Kari
Montanus
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Richard
Taft, CPA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
October
2016
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – Select Smaller-Cap
Value Fund
(continued)
Purchase and Sale of Fund Shares
The Fund is available for purchase through Contracts offered
by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be purchased or sold by
individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about minimum investment
requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
Investment Objective
Columbia Variable Portfolio (VP) – U.S. Government
Mortgage Fund (the Fund) seeks to provide shareholders with current income as its primary objective and, as its secondary objective, preservation of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.42%
|
0.42%
|
0.42%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.08%
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.50%
|
0.75%
|
0.63%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$51
|
$160
|
$280
|
$628
|
Class
2
(whether or not shares are redeemed)
|
$77
|
$240
|
$417
|
$930
|
Class
3
(whether or not shares are redeemed)
|
$64
|
$202
|
$351
|
$786
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 333% of the average value of its portfolio.
Principal Investment Strategies
The Fund’s assets primarily are invested in
mortgage-related securities. Under normal market conditions, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in mortgage-related securities that either are issued or
guaranteed as to principal and interest by the U.S. Government, its agencies, authorities or instrumentalities. This includes, but is not limited to, Government National Mortgage Association (GNMA or Ginnie Mae) mortgage-backed bonds, which are
backed by the full faith and credit of the U.S.
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
Government; and Federal National Mortgage Association (FNMA
or Fannie Mae) and Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac) mortgage-backed bonds. FNMA and FHLMC are chartered or sponsored by Acts of Congress; however, their securities are neither issued nor guaranteed by the U.S.
Treasury.
The Fund’s investments in
mortgage-related securities include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest in derivatives,
including futures (including interest rate futures) to manage duration and yield curve exposure and to manage exposure to movements in interest rates. The Fund’s use of derivatives creates leverage (market exposure in excess of the
Fund’s assets) in the Fund’s portfolio.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
Fund losses if the underlying reference does
not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s
derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or
other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors,
including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the
value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund
to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Leverage Risk.
Leverage occurs
when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the NAV of Fund shares and in the return on the
Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the Fund may experience capital losses that exceed
the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund’s volatility and risk
of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the
holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to
prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in
securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
yields on IOs and POs are extremely sensitive to the rate of
principal payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect
the yield to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than
would be the case with a traditional mortgage-backed security.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 2013 reflects
returns achieved pursuant to a different investment objective and different principal investment strategies. If the Fund’s current investment objective and strategies had been in place for the prior periods, results shown may have been
different.
The Fund’s past performance is no
guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
2.12%
|
Worst
|
2nd Quarter 2013
|
-2.06%
|
Columbia Variable Portfolio Funds
Summary of Columbia VP – U.S. Government
Mortgage Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
2.71%
|
1.93%
|
2.23%
|
Class
2
|
05/03/2010
|
2.45%
|
1.71%
|
2.02%
|
Class
3
|
09/15/1999
|
2.58%
|
1.82%
|
2.15%
|
Bloomberg
Barclays U.S. Mortgage-Backed Securities Index
(reflects no deductions for fees, expenses or taxes)
|
|
1.67%
|
2.06%
|
4.28%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jason
Callan
|
|
Senior
Portfolio Manager and Head of Structured Assets
|
|
Co-manager
|
|
2012
|
Tom
Heuer, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
Investment Objective
Variable Portfolio (VP) – BlackRock Global
Inflation-Protected Securities Fund (the Fund) seeks to provide shareholders with total return that exceeds the rate of inflation over the long term.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
|
0.51%
|
0.51%
|
0.51%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.16%
|
0.16%
|
0.16%
|
Total
annual Fund operating expenses
|
0.67%
|
0.92%
|
0.80%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.06%)
|
(0.06%)
|
(0.06%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.61%
|
0.86%
|
0.74%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.61% for Class 1, 0.86% for Class 2 and 0.735% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$62
|
$208
|
$367
|
$
829
|
Class
2
(whether or not shares are redeemed)
|
$88
|
$287
|
$503
|
$1,126
|
Class
3
(whether or not shares are redeemed)
|
$76
|
$249
|
$438
|
$
984
|
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 72% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in inflation-protected debt securities. These securities include inflation-indexed bonds of varying maturities issued by the U.S. Government and
non-U.S. governments, their agencies or instrumentalities, and U.S. and non-U.S. corporations. The Fund invests only in securities rated investment grade at the time of purchase by a third-party rating agency or, if unrated, deemed by the management
team to be of comparable quality. Up to 20% of the Fund’s net assets may be invested in sectors outside the Fund’s benchmark index, the Bloomberg Barclays World Government Inflation-Linked Bond Index USD Hedged (the Index). The Fund
seeks to maintain an average duration that is within a range of plus or minus 20% of the duration of the Index.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities traded on non-U.S.
exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a
company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus its investments
in certain countries or geographic areas, including Europe.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures, other bond futures and index futures), options (including options on futures and indices) and swaps (including interest rate swaps and inflation rate
swaps). The Fund may enter into derivatives for investment purposes, for risk management (hedging) purposes, to increase flexibility, to produce incremental earnings, and to manage duration, yield curve and interest rate exposure. The Fund’s
use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s portfolio.
The portfolio manager may hedge any portion of the non-U.S.
dollar denominated securities in the Fund to the U.S. dollar.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
any) on foreign exchanges may not provide
the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Frequent Trading Risk.
The portfolio manager may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Europe.
The Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single
European Union (EU) country can pose significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of
favor, it may cause the Fund to underperform other funds that do not focus their investments in this region of the world.
Inflation-Protected Securities Risk.
Inflation-protected debt securities tend to react to changes in real interest rates (i.e., nominal interest rates minus the expected impact of inflation). In general, the price of such securities falls when real
interest rates rise, and rises when real interest rates fall. Interest payments on these securities will vary and may be more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such
investments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the
Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Market participants attempting to sell the
same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might
otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the
Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and
the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a
result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss
or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a
down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio manager may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio manager may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to October 2012 reflects
returns achieved by the Investment Manager according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown may have been different.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2008
|
4.13%
|
Worst
|
2nd Quarter 2013
|
-5.80%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
8.68%
|
3.12%
|
4.45%
|
Class
2
|
05/03/2010
|
8.42%
|
2.88%
|
4.25%
|
Class
3
|
09/13/2004
|
8.50%
|
2.99%
|
4.36%
|
Bloomberg
Barclays World Government Inflation-Linked Bond Index USD Hedged
(reflects no deductions for fees, expenses or taxes)
|
|
10.22%
|
3.47%
|
5.06%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
BlackRock Financial Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Martin
Hegarty
|
|
Managing
Director, Portfolio Manager, Co-Head of Inflation-Linked Portfolios of BlackRock
|
|
Manager
|
|
2012
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Columbia Variable Portfolio Funds
Summary of VP – BlackRock Global
Inflation-Protected Securities Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity
Fund
Investment Objective
Variable Portfolio (VP) – MFS
®
Blended Research
®
Core Equity Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
(a)
|
0.71%
|
0.71%
|
0.71%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.07%
|
0.07%
|
0.07%
|
Acquired
fund fees and expenses
|
0.01%
|
0.01%
|
0.01%
|
Total
annual Fund operating expenses
(b)
|
0.79%
|
1.04%
|
0.92%
|
Less:
Fee waivers and/or expense reimbursements
(c)
|
(0.03%)
|
(0.03%)
|
(0.03%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.76%
|
1.01%
|
0.89%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
(b)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
(c)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.75% for Class 1, 1.00% for Class 2 and 0.875% for Class 3.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
78
|
$249
|
$436
|
$
975
|
Class
2
(whether or not shares are redeemed)
|
$103
|
$328
|
$571
|
$1,268
|
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
3
(whether or not shares are redeemed)
|
$
90
|
$290
|
$506
|
$1,128
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 115% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (plus the amount of any borrowings for investment purposes) are invested in equity securities. Equity securities include, for example, common stock, preferred stock, convertible securities and real estate investment trusts
(REITs). The Fund may invest in companies that are believed to have above average earnings growth potential compared to other companies (growth companies), in companies that are believed to be undervalued compared to their perceived worth (value
companies), or in a combination of growth and value companies. Although the Fund may invest in companies of any size, the Fund primarily invests in companies with capitalizations of at least $5 billion at the time of the Fund’s
investment.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the information
technology and technology-related sectors.
The
subadviser uses fundamental analysis and quantitative models in buying and selling investments for the Fund.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Investment Strategy Risk.
There is no assurance that the Fund will meet its target predicted tracking error over the long term or for any year or period of years, or that the Fund’s predicted tracking error and actual tracking error will be
similar. The Fund's strategy to target a predicted tracking error of approximately 2% compared to an index that represents the Fund’s investment universe and to blend fundamental and quantitative research may not produce the intended results.
In addition, fundamental research is not available for all issuers.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not
ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the
stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Real
Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to,
among other things, risks similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in
interest rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors,
changes in the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other
economic, political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in
their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as
amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology and technology-related sectors.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because
small- and mid-cap companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be
less liquid and more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 2016 reflects
returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown
may have been different.
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2009
|
20.49%
|
Worst
|
4th Quarter 2008
|
-24.08%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
9.75%
|
11.99%
|
4.74%
|
Class
2
|
05/03/2010
|
9.55%
|
11.71%
|
4.58%
|
Class
3
|
05/01/2006
|
9.69%
|
11.84%
|
4.66%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Columbia Variable Portfolio Funds
Summary of VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Massachusetts Financial Services Company
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Matt
Krummell, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Lead
manager
|
|
2016
|
Jim
Fallon
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Jonathan
Sage, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Jed
Stocks, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
Investment Objective
Variable Portfolio (VP) – Partners Small Cap Value
Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
(a)
|
0.85%
|
0.85%
|
0.85%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.08%
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.93%
|
1.18%
|
1.06%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
95
|
$296
|
$515
|
$1,143
|
Class
2
(whether or not shares are redeemed)
|
$120
|
$375
|
$649
|
$1,432
|
Class
3
(whether or not shares are redeemed)
|
$108
|
$337
|
$585
|
$1,294
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 60% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in small cap companies. For these purposes, small cap companies are those that have a market capitalization, at the time of investment, that falls
within the range of the Russell 2000
®
Value Index (the Index) or up to $2.5 billion, whichever is greater. The Fund may buy and hold stock in a
company that is not
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
(continued)
included in the Index. The market
capitalization range of the companies included within the Index was $32.5 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. The Fund may invest in any
type of security, including common stocks and depositary receipts.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector and the industrials sector.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each of the subadvisers employs an active investment strategy that focuses on small cap companies in an attempt to take advantage of what are believed to be undervalued securities. One or more of the Fund’s subadvisers
uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s portfolio.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
(continued)
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector and
the industrials sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that
invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Small Company Securities Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to have less predictable earnings and may lack
the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May
2017 reflects returns achieved by one or more different subadvisers. If the Fund’s current subadvisers had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
22.43%
|
Worst
|
4th Quarter 2008
|
-23.49%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
25.61%
|
12.32%
|
6.59%
|
Class
2
|
05/03/2010
|
25.35%
|
12.04%
|
6.39%
|
Class
3
|
08/14/2001
|
25.53%
|
12.19%
|
6.50%
|
Russell
2000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
31.74%
|
15.07%
|
6.26%
|
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Denver
Investment
Advisors
LLC (Denver Investments)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Derek
Anguilm, CFA
|
|
Partner,
Co-Director of Value Research, Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Troy
Dayton, CFA
|
|
Partner,
Co-Director of Value Research and Portfolio Manager of Denver Investments
|
|
Co-manager
|
|
2007
|
Mark
Adelmann, CFA, CPA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Lisa
Ramirez, CFA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Alex
Ruehle, CFA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2015
|
Subadviser:
Jacobs Levy Equity Management, Inc. (Jacobs Levy)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Bruce
I. Jacobs, Ph.D.
|
|
Co-Chief
Investment Officer, Portfolio Manager and Co-Director of Research of Jacobs Levy
|
|
Co-manager
|
|
May 2017
|
Kenneth
N. Levy, CFA
|
|
Co-Chief
Investment Officer, Portfolio Manager and Co-Director of Research of Jacobs Levy
|
|
Co-manager
|
|
May
2017
|
Subadviser:
Nuveen Asset
Management, LLC (Nuveen Asset Management)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Karen
L. Bowie, CFA
|
|
Senior
Vice President and Portfolio Manager of Nuveen Asset Management
|
|
Co-manager
|
|
May
2017
|
Subadviser:
Segall Bryant &
Hamill, LLC (SBH)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Mark
Dickherber, CFA, CPA
|
|
Senior
Portfolio Manager and Senior Research Analyst of SBH
|
|
Co-manager
|
|
2014
|
Shaun
Nicholson
|
|
Senior
Equity Analyst and Associate Portfolio Manager of SBH
|
|
Co-manager
|
|
2014
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio Funds
Summary of VP – Partners Small Cap Value
Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
Summary of VP – Victory Sycamore
Established Value Fund
Investment Objective
Variable Portfolio (VP) – Victory Sycamore
Established Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Class
3
|
Management
fees
(a)
|
0.77%
|
0.77%
|
0.77%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
0.13%
|
Other
expenses
|
0.09%
|
0.09%
|
0.09%
|
Total
annual Fund operating expenses
|
0.86%
|
1.11%
|
0.99%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
88
|
$274
|
$477
|
$1,061
|
Class
2
(whether or not shares are redeemed)
|
$113
|
$353
|
$612
|
$1,352
|
Class
3
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 46% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of mid-capitalization companies. For these purposes, the Fund considers mid-cap companies to be those whose market capitalization
falls within the range of the Russell Midcap Value Index (the Index). The market capitalization range of the companies included within the Index was $203.0 million to
Columbia Variable Portfolio Funds
Summary of VP – Victory Sycamore
Established Value Fund
(continued)
$38.8 billion as of March 31, 2017.
The market capitalization range and composition of the companies in the Index are subject to change. The Fund may invest in American Depository Receipts (ADRs). The Fund may from time to time emphasize one or more sectors in selecting its
investments, including the financial services sector.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mid-Cap Company Securities Risk.
Investments in mid-capitalization companies (mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because mid-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and may be less liquid than the securities of larger companies.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or
Columbia Variable Portfolio Funds
Summary of VP – Victory Sycamore
Established Value Fund
(continued)
conditions, which may make the Fund more
vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes
the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform
as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 3 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
The performance of one or more share classes shown in the
table below begins before the indicated inception date for such share class. The returns shown for each such share class include the returns of the Fund’s Class 3 shares (adjusted to reflect the higher class-related operating expenses of such
classes, where applicable) for periods prior to its inception date. Except for differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns
because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to November 2012 reflects
returns achieved by one or more different subadvisers. If the Fund’s current subadviser had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Columbia Variable Portfolio Funds
Summary of VP – Victory Sycamore
Established Value Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
19.46%
|
Worst
|
4th Quarter 2008
|
-25.96%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/03/2010
|
20.77%
|
16.70%
|
8.53%
|
Class
2
|
05/03/2010
|
20.52%
|
16.41%
|
8.31%
|
Class
3
|
02/04/2004
|
20.63%
|
16.54%
|
8.45%
|
Russell
Midcap Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
20.00%
|
15.70%
|
7.59%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Victory Capital Management Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Gary
Miller
|
|
Chief
Investment Officer of Victory Capital’s Sycamore Capital
|
|
Lead
Manager
|
|
2012
|
Jeffrey
Graff, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Gregory
Conners
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
James
Albers, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Michael
Rodarte, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Columbia Variable Portfolio Funds
Summary of VP – Victory Sycamore
Established Value Fund
(continued)
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Balanced Fund
Investment Objective
Columbia VP – Balanced Fund (the Fund) seeks maximum
total investment return through a combination of capital growth and current income. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be
achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests in a mix of
equity and debt securities. The Fund’s assets are allocated among equity and debt securities (which includes cash and cash equivalents) based on an assessment of the relative risks and returns of each asset class. The Fund generally will
invest between 35% and 65% of its net assets in each asset class, and in any event will invest at least 25% and no more than 75% of its net assets in each asset class under normal circumstances.
With respect to its equity securities investments, which may
include among other types of equity securities, common stocks, preferred stocks and securities convertible into common or preferred stocks, the Fund invests primarily in equity securities of companies that, at the time of purchase, have large market
capitalizations (generally over $5 billion).
With
respect to its debt securities investments, the Fund invests primarily in securities that, at the time of purchase, are rated investment grade or are unrated but determined to be of comparable quality. These securities include debt securities issued
by the U.S. Government and its agencies and instrumentalities, debt securities issued by corporations, mortgage- and other asset-backed securities, and other debt securities with intermediate- to long-term maturities. The Fund may invest up to 10%
of its total assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk”
bonds).
The Fund may invest up to 20% of its total
assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by
foreign companies.
The Fund may invest in derivatives,
including futures (including interest rate futures). The Fund may invest in derivatives for both hedging and non-hedging (investment) purposes, including, for example, to seek to enhance returns or as a substitute for a position in an
underlying asset, as well as to manage duration, yield curve and/or interest rate exposure.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s assets are
allocated among equity and debt securities (which includes cash and cash equivalents) based on an assessment of the relative risks and returns of each asset class. Columbia Management Investment Advisers, LLC, (the Investment Manager) evaluates the
relative attractiveness of each potential investment in constructing the Fund’s portfolio by considering a wide variety of factors, techniques and strategies, which for equity investments may include, among other criteria, valuation factors,
fundamental factors, catalyst factors, quality factors, quantitative, fundamental and risk analysis, investment selection models, and economic and market data, conditions and expectations, and for debt investments may include, among other criteria,
the creditworthiness of the issuer and the various features of the debt instrument, such as its interest rate, yield, maturity, call features, and value relative to other investments, as well as local, national and global economic and market
conditions, interest rate movements and other relevant factors in allocating the Fund’s assets among issuers, securities, industry sectors and maturities.
The Investment Manager may sell a security: when the
Fund’s asset allocation changes; when the security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental
prospects, or that other investments are more attractive; if the security is believed to be overvalued relative to other potential investments; when the company no longer meets the Investment Manager’s performance expectation; when the
security is removed from the Fund’s index; if there is deterioration in a debt instrument’s credit rating; or for other reasons.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Balanced Fund
(continued)
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Allocation Risk.
Because the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes, investments, strategies and/or investment styles will cause
the Fund's shares to lose value or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after
holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Balanced Fund
(continued)
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that
losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and
the risk that the price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic
developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses
are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S.
exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation
risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Columbia Variable Portfolio Funds
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Balanced Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to
Columbia Variable Portfolio Funds
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Balanced Fund
(continued)
the issuer’s capacity to pay interest and repay principal. These debt
instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a price, may be difficult
to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on analyses by these ratings
agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of lower-rated debt instruments are
more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example,
the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Columbia Variable Portfolio Funds
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Balanced Fund
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Generally, the less liquid the market at the time the Fund sells a portfolio
investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the
Fund is forced to sell investments in a down market.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not
ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the
stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads
Columbia Variable Portfolio Funds
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Balanced Fund
(continued)
narrow, the likelihood of prepayment increases. Conversely, extension risk is
the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio
managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf
of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these
methodologies will enable the Fund to achieve its objective.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Columbia Variable Portfolio Funds
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Balanced Fund
(continued)
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
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Title
|
|
Role
with Fund
|
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Managed
Fund Since
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Guy
Pope, CFA
|
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Senior
Portfolio Manager and Head of Contrarian Core Strategy
|
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Co-lead
manager
|
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2011
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Leonard
Aplet, CFA
|
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Senior
Portfolio Manager and Head of Short Duration and Stable Value
|
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Co-lead
manager
|
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2011
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Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
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Co-manager
|
|
2011
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Gregory
Liechty
|
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Senior
Portfolio Manager
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Co-manager
|
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2011
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Ronald
Stahl, CFA
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Senior
Portfolio Manager
|
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Co-manager
|
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2011
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Mr. Pope
joined one of the Columbia Management legacy firms or acquired business lines in 1993. Mr. Pope began his investment career in 1993 and earned a B.A. from Colorado College and an M.B.A. from Northwestern
University.
Mr. Aplet
joined one of the Columbia Management legacy firms or acquired business lines in 1987. Mr. Aplet began his investment career in 1978 and earned a B.S. from Oregon State University and an M.B.A. in finance from the
University of California at Berkeley.
Mr. Lavin
joined the Investment Manager in 1994. Mr. Lavin began his investment career in 1986 and earned an M.B.A. from the University of Wisconsin – Milwaukee.
Mr. Liechty
joined one of the
Columbia Management legacy firms or acquired business lines in 2005. Mr. Liechty began his investment career in 1995 and earned a B.A. and an M.B.A. from the University of North Florida.
Mr. Stahl
joined one of the
Columbia Management legacy firms or acquired business lines in 1998. Mr. Stahl began his investment career in 1998 and earned a B.S. from Oregon State University and an M.B.A. from Portland State University.
More Information About Columbia VP – Disciplined Core Fund
Investment Objective
Columbia VP – Disciplined Core Fund (the Fund) seeks to
provide shareholders with capital appreciation. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s
market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers employ a process that applies fundamental investment concepts in a systematic framework seeking to identify and exploit mispriced stocks. The Fund benefits from collaboration between quantitative and fundamental research to create sector
and industry-specific multi-factor stock selection models, which are utilized by the portfolio managers when constructing a diversified portfolio.
Columbia Management Investment Advisers, LLC (the Investment
Manager) considers a variety of factors in identifying investment opportunities and constructing the Fund’s portfolio which may include, among others, the following:
■
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Valuation factors, such as
earnings and cash flow relative to market values;
|
■
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Catalyst factors, such as
relative stock price performance, business momentum, and short interest measures; and
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■
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Quality
factors, such as quality of earnings and financial strength.
|
The Investment Manager may sell a security when it believes
other stocks in the Index or other investments are more attractive, if the security is believed to be overvalued relative to other potential investments, when the company no longer meets the Investment Manager’s performance expectation, when
the security is removed from the Index, or for other reasons.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
More Information About Columbia VP – Disciplined Core Fund
(continued)
Active Management Risk.
While security selection is driven by fundamental concepts, a quantitative process is used to construct the portfolio. Additionally, a qualitative review of the quantitative output is conducted by the portfolio
managers. Therefore, the Fund’s performance will reflect, in part, the ability of the portfolio managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund
could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the
value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk).
Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such
More Information About Columbia VP – Disciplined Core Fund
(continued)
contracts. Futures positions are marked to
market each day and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a
relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly
volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk
exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity
risk, pricing risk and volatility risk.
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may
be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or
factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Quantitative Model Risk.
The
Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for many reasons, including factors
used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or in the data on which they are
based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all relevant, available data into
quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into account to produce forecasts that
may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf of the Fund, nor is there any
guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these methodologies will enable the Fund
to achieve its objective.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of
More Information About Columbia VP – Disciplined Core Fund
(continued)
such companies may be affected by factors including obtaining
and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services, new market entrants, competition for market share and short product cycles due to an accelerated rate
of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector companies have limited
operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the short term.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2010
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Mr. Condon
joined one of the Columbia Management legacy firms or acquired business lines in 1999. Mr. Condon began his investment career in 1993 and earned a B.A. from Bryant University and an M.S. in finance from Bentley
University.
Mr. Albanese
joined the Investment Manager in August 2014. Prior to joining the Investment Manager, Mr. Albanese was a Managing Director and Senior Portfolio Manager at Robeco Investment Management. Mr. Albanese began his investment
career in 1991 and earned a B.S. from Stony Brook University and an M.B.A. from the Stern School of Business at New York University.
Columbia Variable Portfolio Funds
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Dividend
Opportunity Fund
Investment Objective
Columbia VP – Dividend Opportunity Fund (the Fund) seeks
to provide shareholders with a high level of current income and, as a secondary objective, steady growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the
Fund’s objective will be achieved.
Principal
Investment Strategies
The Fund’s assets primarily are
invested in equity securities. Under normal market conditions, the Fund will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) in dividend-paying common and preferred stocks. The selection of
dividend-paying stocks is the primary decision in building the investment portfolio. The Fund invests principally in securities of companies believed to be attractively valued and to have the potential for long-term growth. The Fund may invest in
companies that have market capitalizations of any size. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the energy sector.
The Fund may invest up to 25% of its net assets in foreign
investments. Foreign investments include depositary receipts.
The Fund may invest in derivatives, including structured
investments (including equity-linked notes), for investment purposes, for risk management (hedging) purposes and to increase investment flexibility.
In pursuit of the Fund’s objectives, Columbia Management
Investment Advisers, LLC (the Investment Manager) chooses investments by applying quantitative screens to determine yield potential. The Investment Manager conducts fundamental research on securities and seeks to purchase potentially attractive
securities based on its analysis of various factors, which may include one or more of the following, as well as other, statistical measures:
■
|
Current yield;
|
■
|
Dividend growth capability
(considering a company’s financial statements and management’s ability to increase the dividend if it chooses to do so) and dividend history;
|
■
|
Balance
sheet strength;
|
■
|
Earnings per share and free
cash flow sustainability; and/or
|
Preference is generally given to higher
dividend-paying companies. The Investment Manager also considers top-down or macroeconomic factors. The Fund typically uses the S&P 500 Index for dividend yield comparison purposes.
The Investment Manager may sell a security when the
security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects; if other investments are more attractive;
or for other reasons.
The Fund’s investment policy
with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Dividend
Opportunity Fund
(continued)
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events, including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders
may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder
communications. The Fund may invest significantly in depositary receipts.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the
value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk).
Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments typically provide interest income, thereby
offering a potential yield advantage over investing directly in an underlying reference.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Dividend
Opportunity Fund
(continued)
Structured investments may lack a liquid secondary market and their prices or
value can be volatile which could result in significant losses for the Fund. In some cases, depending on its terms, a structured investment may provide that principal and/or interest payments may be adjusted below zero resulting in a potential loss
of principal and/or interest payments. Additionally, the particular terms of a structured investment may create economic leverage by requiring payment by the issuer of an amount that is a multiple of the price change of the underlying reference.
Economic leverage will increase the volatility of structured investment prices, and could result in increased losses for the Fund. The Fund’s use of structured instruments may not work as intended. If structured investments are used to reduce
the duration of the Fund’s portfolio, this may limit the Fund’s return when having a longer duration would be beneficial (for instance, when interest rates decline). Structured investments can increase the Fund’s risk exposure to
underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk,
pricing risk and volatility risk.
■
|
An
equity-linked note (ELN)
is a derivative (structured investment) that has principal and/or interest payments based on the value of a single equity security, a basket of equity securities or an index of equity
securities. An ELN typically provides interest income, thereby offering a yield advantage over investing directly in an underlying equity. The Fund may purchase ELNs that trade on a securities exchange or those that trade on the over-the-counter
markets, as well as in privately negotiated transactions with the issuer of the ELN. The liquidity of unlisted ELNs is normally determined by the willingness of the issuer to make a market in the ELN. While the Fund will seek to purchase ELNs only
from issuers that it believes to be willing to, and capable of, repurchasing the ELN at a reasonable price, there can be no assurance that the Fund will be able to sell any ELN at such a price or at all. This may impair the Fund’s ability to
enter into other transactions at a time when doing so might be advantageous. The Fund’s investments in ELNs have the potential to lead to significant losses because ELNs are subject to the market and volatility risks associated with their
underlying equity. In addition, because ELNs often take the form of unsecured notes of the issuer, the Fund would be subject to the risk that the issuer may default on its obligations under the ELN, thereby subjecting the Fund to the further risk of
being too concentrated in the securities (including ELNs) of that issuer. The Fund may or may not hold an ELN until its maturity.
|
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Dividend
Opportunity Fund
(continued)
over short or long periods of time for a number of reasons, including changes
in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the energy sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Energy Sector.
The Fund may
be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the energy sector are subject to certain risks, including
legislative or regulatory changes,
adverse market conditions and increased competition. Performance of such companies may be affected by factors including,
among
others,
fluctuations in energy prices and supply and demand of energy fuels,
energy conservation, the success of exploration projects, local and international politics,
and events occurring in nature. For instance, natural events (such as earthquakes,
hurricanes or fires in prime natural resources areas) and political events
(such as
government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of
resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates,
high inflation,
technical progress, labor relations, legislative or regulatory changes, local and international politics, and adverse market conditions.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Dividend
Opportunity Fund
(continued)
those positions, particularly in a distressed market, could be prolonged and
result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Steven
Schroll
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2003
|
Paul
Stocking
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2006
|
Dean
Ramos, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Mr. Schroll
joined the Investment Manager in 1998. Mr. Schroll began his investment career in 1981 and earned a B.S. from Drake University and completed work toward an M.B.A. from the University of Minnesota.
Mr. Stocking
joined the
Investment Manager in 1995. Mr. Stocking began his investment career in 1987 and earned a B.B.A. from the University of Michigan and an M.B.A from the University of Chicago.
Mr. Ramos
joined the
Investment Manager in 2000. Mr. Ramos began his investment career in 1992 and earned a B.S. and an M.B.A. from the University of Minnesota.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Emerging Markets Fund
Investment Objective
Columbia VP – Emerging Markets Fund (the Fund) seeks to
provide shareholders with long-term capital growth. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including, but not limited to, common stocks, preferred stocks and securities convertible into common or preferred stocks) of companies located in
emerging market countries. The Fund may also gain exposure to such companies through investment in depositary receipts. Depository receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by
foreign companies. Emerging market countries include those countries whose economies are considered to be developing or emerging from underdevelopment.
The Fund may invest in a variety of countries, industries and
sectors and does not attempt to invest a specific percentage of its assets in any given country, industry or sector. However, the Fund has invested substantially in the financial services sector and information technology and technology-related
sectors and may continue to invest substantially in these or other sectors in the future. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region. The Fund may invest in
companies that have market capitalizations of any size.
The Fund may invest in special situations,
such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund may invest in securities that the investment manager
believes are undervalued, represent growth opportunities, or both.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio.
In selecting investments, Columbia Management Investment
Advisers, LLC (the Investment Manager) considers, among other factors:
■
|
various measures of
valuation, including price-to-cash flow, price-to-earnings, price-to-sales, price-to-book value and discounted cash flow. The Investment Manager believes that companies with lower valuations are generally more likely to provide opportunities for
capital appreciation;
|
■
|
potential indicators of
stock price appreciation, such as anticipated earnings growth, company restructuring, changes in management, business model changes, new product opportunities, or anticipated improvements in macroeconomic factors;
|
■
|
the financial condition and
management of a company, including its competitive position, the quality of its balance sheet and earnings, its future prospects, and the potential for growth and stock price appreciation; and/or
|
■
|
overall
economic and market conditions.
|
The
Investment Manager may sell a security when the security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental
prospects; if other investments are more attractive; or for other reasons.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Emerging Markets Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after
holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications. The Fund may invest significantly in depositary receipts.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Emerging Markets Fund
(continued)
with respect to certain foreign securities,
including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the
Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly
available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or
nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic
companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the
local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories
that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses
within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by
fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other
than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political
developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Asia Pacific Region.
A number of countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact that country, other countries in the region or the region as a whole. As a result, events in the region will
generally have a greater effect on the Fund than if the Fund were more geographically diversified in areas with more developed countries and economies. This could result in increased volatility in the value of the Fund’s investments and losses
for the Fund. Continued growth of economies and securities markets in the region will require sustained economic and fiscal discipline, as well as continued commitment to governmental and regulatory reforms. Development also may be influenced by
international economic conditions, including those in the United States and Japan, and by world demand for goods or natural resources produced in countries in the Asia Pacific region. Securities markets in the region are generally smaller and have a
lower trading volume than those in the United States, which may result in the securities of some companies in the region being less liquid than U.S. or other foreign securities. Some currencies, inflation rates or interest rates in the Asia Pacific
region are or can be volatile, and some countries in the region may restrict the flow of money in and out of the country. The risks described under “Emerging Markets Securities Risk” and “Foreign Securities Risk” may be more
pronounced due to the Fund’s focus on investments in the region.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
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Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector and the information technology
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or
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agreements that, under certain circumstances, may lead to
losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that
they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Information Technology and
Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the
technology sectors) than if it were invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted
by consumers and businesses or will become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive
pricing of their products or services, new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit
margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than
other securities, especially over the short term.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Special
Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because
of the high degree of uncertainty that can be associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may
operate at a loss following the offering. It is possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable
fluctuations. Initial public offerings are subject to many of the same risks as investing in companies with smaller market capitalizations. To the extent the Fund determines to invest in initial public offerings, it may not be able to invest to the
extent desired, because, for example, only a small portion (if any) of the securities being offered in an initial public offering are available to the Fund. The investment performance of the Fund during periods when it is unable to invest
significantly or at all in initial public offerings may be lower than during periods when the Fund is able to do so. Certain “special situation” investments are investments in securities or other instruments that are determined to be
illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the special situation investment, or a portion thereof, is realized or deemed realized,
which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of assets.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than
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expected for the value of these investments
to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dara
White, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2012
|
Robert
Cameron
|
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Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Jasmine
(Weili) Huang, CFA, CPA
(U.S. and China), CFM
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Young
Kim
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Perry
Vickery, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
January
2017
|
Mr. White
joined one of the Columbia Management legacy firms or acquired business lines in 2006. Mr. White began his investment career in 1998 and earned a B.S. in Finance and a B.S. in Marketing from Boston College.
Mr. Cameron
joined one of the
Columbia Management legacy firms or acquired business lines in 2008. He was a portfolio manager and managing member of Cameron Global Investments LLC during the period 2003 to 2008. Mr. Cameron began his investment career in 1983 and earned a B.A.
from the University of Toronto.
Ms. Huang
joined one of the Columbia Management legacy firms or acquired business lines in 2003. Ms. Huang began her investment career in 1995 and earned a B.A. from Shenzhen University and an M.B.A. from Willamette
University.
Mr. Kim
joined the Investment Manager in 2011. Prior to joining the Investment Manager, Mr. Kim served as a senior equity analyst at Marathon Asset Management and Galleon Asia Management and worked in various operating and
engineering roles in the technology industry. Mr. Kim began his investment career in 2005 and earned a B.S. and M.S. in engineering from Massachusetts Institute of Technology and an M.B.A. from Harvard Business School.
Mr. Vickery
joined the Investment Manager in 2010. Mr. Vickery began his investment career in 2006 and earned a B.B.A. at the University of Georgia and an MBA from the Kellogg School of Management at Northwestern University.
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Bond Fund
Investment Objective
Columbia VP – Global Bond Fund (the Fund) seeks to
provide shareholders with high total return through income and growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be
achieved.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in debt obligations of issuers located in at least three different countries (which may include the U.S.). Debt obligations include debt securities
and instruments, including money market instruments, either issued or guaranteed as to principal and interest by (i) the U.S. Government, its agencies, authorities or instrumentalities, (ii) non-U.S. governments, their agencies, authorities or
instrumentalities, or (iii) corporate or other non-governmental entities. The Fund may invest in debt securities and instruments across the credit quality spectrum and, at times, may invest significantly in below investment-grade fixed-income
securities and instruments (commonly referred to as “high yield” investments or “junk bonds”) in seeking to achieve higher dividends and/or capital appreciation.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value). Bond maturities range from less than 1
year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in return for that longer maturity and
higher interest rate risk.
Under normal circumstances, the Fund
generally invests at least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities
traded on non-U.S. exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The
Fund considers a company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus
its investments in certain countries or geographic areas and may invest in issuers in emerging markets.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio. The Fund may from time to time emphasize one or more sectors in selecting its investments.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In addition, in pursuing its objective, the
Fund, employing both fundamental and quantitative analyses, may enter into various currency-, interest rate- and credit-related transactions involving derivatives instruments. The Fund may invest in derivatives, such as forward contracts (including
forward foreign currency contracts), futures contracts (including currency futures, index futures, interest rate futures and other bond futures) and swap contracts (including credit default swaps, credit default swap indexes, inflation rate swaps,
interest rate swaps and portfolio and total return swaps). The use of these derivative instruments allows the Fund to obtain net long or net negative (short) exposure to selected currencies, interest rates, credit risks and duration risks. The Fund
may use these derivatives as well as “to be announced” (TBA) mortgage-backed securities in an effort to leverage exposures and produce incremental earnings, for hedging purposes, to obtain increased or decreased exposures to various
markets/sectors or to increase investment flexibility. Actual long and short exposures will vary over time based on factors such as market movements, assessments of market conditions, macroeconomic analysis and qualitative valuation analysis.
In pursuit of the Fund’s objective, Columbia
Management Investment Advisers, LLC (the Investment Manager) chooses investments for purchase or sale by considering macroeconomic analysis, including factors such as the opportunities and risks presented by interest rate, credit, and currency
markets around the world, fundamental
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analysis, including factors such as the credit quality of debt issuers, as
well as quantitative analysis with risk management. The Investment Manager may express its investment views through both long and short exposures to a broad range of interest rate, credit, and currency markets of both developed and emerging market
countries.
The Fund’s investment strategy may
involve the frequent trading of portfolio securities.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
While
security selection is driven by fundamental concepts, a quantitative process is used to construct the portfolio. Additionally, a qualitative review of the quantitative output is conducted by the portfolio managers. Therefore, the Fund’s
performance will reflect, in part, the ability of the portfolio managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund could underperform its benchmark
index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized
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activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that
losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and
the risk that the price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic
developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
■
|
A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar). The
effectiveness of any currency strategy by a Fund may be reduced by the Fund's inability to precisely match forward contract amounts and the value of securities involved. Forward foreign currency contracts used for hedging may also limit any
potential gain that might result from an increase or decrease in the value of the currency. Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S.
dollars, it may incur currency conversion costs due to the spread between the prices at which it may buy and sell various currencies in the market.
|
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Bond Fund
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Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day
and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small
price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
■
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A
bond (or debt instrument) future
is a derivative that is an agreement for the contract holder to buy or sell a bond or other debt instrument, a basket of bonds or other debt instrument, or the bonds or other debt
instruments in an index on a specified date at a predetermined price. The buyer (long position) of a bond future is obliged to buy the underlying reference at the agreed price on expiry of the future.
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■
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A
currency future
, also an FX future or foreign exchange future, is a derivative that is an agreement to exchange one currency for another at a specified date in the future at a price (exchange rate) that is fixed on
the purchase date.
|
■
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default
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swaps. If such a default
were to occur, any contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make
payments thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit
default swap index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index
may also affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
|
■
|
An
inflation rate swap
is a derivative typically used to transfer inflation risk from one party to another through an exchange of cash flows. In an inflation rate swap, one party pays a fixed rate on a notional
principal amount, while the other party pays a floating rate linked to an inflation index, such as the Consumer Price Index (CPI).
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■
|
An
interest rate swap
is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate
to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates.
|
■
|
Portfolio and total return
swaps
are derivative swap transactions in which one party agrees to pay the other party an amount equal to the total return of a defined underlying reference during a specified period of time. In return, the other
party would make periodic payments based on a fixed or variable interest rate or on the total return of a different underlying reference.
|
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency
controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the
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disposition of foreign securities, which
could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally
less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or
nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic
companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the
local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories
that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses
within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend on global markets.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend
to be more sensitive to credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to
changes in interest rates. These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity
to pay interest and repay principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of
judgment to establish a price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating
agencies are based on analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other
circumstances, issuers of lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
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Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, short sales, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate
changes in the NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not
be advantageous to do so to satisfy its obligations or to meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain
large investment exposures in return for meeting relatively small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as
derivatives, the Fund may experience capital losses that exceed the net assets of the Fund. Because short sales involve borrowing securities and then selling them, the Fund’s short sales effectively leverage the Fund’s assets. The Fund's
assets that are used as collateral to secure the Fund's obligations to return the securities sold short may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase the collateral.
Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund's volatility and risk of loss. There can be no
guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more
difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s
exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding,
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sell other, liquid or more liquid,
investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were
liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also
adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid
or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio
investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the
Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. To the extent these fees and expenses, along with the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets,
they will be reflected in the Annual Fund Operating Expenses set forth in the table under “Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in
direct proportion to such investment. The money market fund may not achieve its investment objective.
The Fund, through its investment in the money market fund, may not achieve its investment objective. To
the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market
funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance
and/or yield of money market funds.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of
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prepayment risk, if the investment is converted, prepaid or redeemed before
maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates
decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the
Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf
of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these
methodologies will enable the Fund to achieve its objective.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector. Companies in the same sector may be similarly affected by economic, regulatory,
political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially
reduces the risks of loss and volatility.
Short Positions Risk.
The Fund
may establish short positions which introduce more risk to the Fund than long positions (where the Fund owns the instrument or other asset) because the maximum sustainable loss on an instrument or other asset purchased (held long) is limited to the
amount paid for the instrument or other asset plus the transaction costs, whereas there is no maximum price of the shorted instrument or other asset when purchased in the open market. Therefore, in theory, short positions have unlimited risk. The
Fund’s use of short positions in
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effect “leverages” the Fund. Leverage potentially exposes the
Fund to greater risks of loss due to unanticipated market movements, which may magnify losses and increase the volatility of returns. To the extent the Fund takes a short position in a derivative instrument or other asset, this involves the risk of
a potentially unlimited increase in the value of the underlying instrument or other asset.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
With respect to sovereign debt of
emerging market issuers, investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment
of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment
of debtholders. Sovereign debt risk is increased for emerging market issuers.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
The Investment Manager and its investment advisory affiliates
(Participating Affiliates) around the world may coordinate in providing services to their clients. From time to time, the Investment Manager (or any affiliated investment subadviser to the Fund, as the case may be) may engage its Participating
Affiliates to provide a variety of services such as investment research, investment monitoring, trading, and discretionary investment management (including portfolio management) to certain accounts managed by the Investment Manager, including the
Fund. These Participating Affiliates will provide services to the Investment Manager (or any affiliated investment subadviser to the Fund, as the case may be) either pursuant to subadvisory agreements, personnel-sharing agreements or similar
inter-company arrangements and the Fund will pay no additional fees and expenses as a result of any such arrangements. These Participating Affiliates, like the Investment Manager, are direct or indirect subsidiaries of Ameriprise Financial and are
registered with the appropriate respective regulators in their home jurisdictions and, where required, the SEC and the Commodity Futures Trading Commission in the United States.
Pursuant to some of these arrangements, certain employees of
these Participating Affiliates may serve as “associated persons” of the Investment Manager and, in this capacity, subject to the oversight and supervision of the Investment Manager and consistent with the investment objectives, policies
and limitations set forth in the Fund’s prospectus and SAI, may provide such services to the Fund on behalf of the Investment Manager.
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
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Portfolio Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Adrian
Hilton
|
|
Portfolio
Manager and Head of Interest Rates and Currency
|
|
Lead
manager
|
|
March
2017
|
Jim
Cielinski
|
|
Managing
Director and Global Head of Fixed Income
|
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Co-manager
|
|
2013
|
Gene
Tannuzzo, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Mr. Hilton
joined Threadneedle, a Participating Affiliate, in 2016 as a fixed income portfolio manager. Prior to joining Threadneedle, he spent eight years as a portfolio manager at Brevan Howard Asset Management. Mr.
Hilton began his investment career in 2000 and earned a B.A. in History from the University of Birmingham (U.K.).
Mr. Cielinski
joined
one
of the Columbia
Management legacy firms or acquired business lines in 2010 as Head of Fixed Income. Prior to joining Columbia Management, Mr. Cielinski was Head of
Global Credit – Investment Grade at Goldman Sachs. Mr. Cielinski began his investment career in 1983 and earned a B.S. in Finance from the University of Utah and an M.B.A. from New York University.
Mr. Tannuzzo
joined the
Investment Manager in 2003. Mr. Tannuzzo began his investment career in 2003 and earned a B.S.B. and an M.B.A. from the University of Minnesota, Carlson School of Management.
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Investment Objective
Columbia VP – Government Money Market Fund
(the Fund) seeks to provide shareholders with maximum current income consistent with liquidity and stability of principal. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no
assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund invests at least 99.5% of its total assets in
government securities, cash and/or repurchase agreements collateralized solely by government securities or cash. For purposes of this policy, “government securities” are any securities issued or guaranteed as to principal or interest by
the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States, or any certificate of deposit for any of the
foregoing.
The Fund typically invests in U.S. Treasury
bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations. The Fund may invest in variable and floating rate
instruments, and may transact in securities on a when-issued, delayed delivery or forward commitment basis. The Fund invests in a portfolio of securities maturing in 397 days or less (as maturity is calculated by U.S. Securities and Exchange
Commission (SEC) rules governing the operation of money market funds) that will have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
The securities purchased by the Fund are
subject to the quality, diversification, and other requirements of Rule 2a-7 under the Investment Company Act of 1940, as amended (the 1940 Act), and other rules of the SEC. Under normal market conditions, the Fund invests at least 80% of its net
assets (including the amount of any borrowings for investment purposes) in government securities and/or repurchase securities that are collateralized by government securities. The Fund will only purchase government securities, cash, repurchase
agreements collateralized solely by government securities or cash, and up to 0.5% of the Fund’s total assets may be invested in other securities that present minimal credit risk as determined by Columbia Management Investment Advisers, LLC,
the Fund’s investment manager (the Investment Manager), pursuant to guidelines approved by the Fund’s Board of Trustees.
The Board of Trustees of the Fund has determined that the Fund
will not be subject to liquidity fees and redemption gates at this time.
In pursuit of the Fund’s objective, the Investment
Manager observes the macro environment to set a framework for portfolio construction, including looking for positive and negative trends in the economy and market. In evaluating whether to purchase a security, the Investment Manager:
■
|
Considers opportunities and
risks given current interest rates and anticipated interest rates.
|
■
|
Purchases securities based
on the timing of cash flows in and out of the Fund.
|
■
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Considers the impact of the
purchase on the Fund’s average maturity and duration.
|
■
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Considers a security’s
yield, relative value and credit characteristics.
|
In evaluating whether to sell a security, the Investment
Manager considers, among other factors, whether in its view:
■
|
The issuer’s
fundamentals are deteriorating.
|
■
|
Political, economic, or
other events could affect the issuer’s performance.
|
■
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There are more attractive
opportunities.
|
■
|
The issuer or the security
continues to meet the other standards described above.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
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Government Money Market Fund
(continued)
Principal Risks
You could lose money by investing in
the Fund. Although the Fund seeks to preserve the net asset value (NAV) of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit
Insurance Corporation (FDIC) or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor or any person will provide financial support to the
Fund at any time.
The principal risks
associated with an investment in the Fund include:
Active
Management Risk.
The Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment
objective. Due to its active management, the Fund could underperform other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of a security or instrument in the Fund’s portfolio may or will decline in price if the issuer fails to pay interest or repay principal when due. The value of
fixed-income securities may decline if the issuer of the security defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when due. Various
factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or general economic conditions. Fixed-income securities
backed by an issuer's taxing authority may be subject to legal limits on the issuer's power to increase taxes or otherwise to raise revenue, or may be dependent on legislative appropriation or government aid. Certain fixed-income securities are
backed only by revenues derived from a particular project or source, rather than by an issuer's taxing authority, and thus may have a greater risk of default. Rating agencies assign credit ratings to certain fixed-income securities to indicate their
credit risk. Unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. If the Fund purchases unrated fixed-income securities, or if the ratings of securities held by the Fund are lowered after
purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of debt instruments tend to fall,
and if interest rates fall, the values of debt instruments tend to rise. Changes in the value of a debt instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of the Fund's shares.
Interest rate declines also may increase prepayments of debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and
central banking authorities can result in increases in interest rates. Such actions may negatively affect the value of debt instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. The Fund’s yield will
vary; it is not fixed for a specific period like the yield on a bank certificate of deposit. Under certain circumstances, the yield decline could cause the Fund’s net yield to be negative (such as when Fund expenses exceed income levels).
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
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Government Money Market Fund
(continued)
Money Market Fund Risk.
Although government money market funds (such as the Fund) may seek to preserve the value of shareholders’ investment at $1.00 per share, the NAVs of such money market fund shares can fall, and in infrequent cases
in the past have fallen, below $1.00 per share, potentially causing shareholders who redeem their shares at such NAVs to lose money from their original investment.
At times of (i) significant redemption activity by
shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy redemption activity, and (iii) disruption in the
normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash to pay redeeming shareholders. Sales of portfolio
securities at such times could result in losses to the Fund and cause the NAV of Fund shares to fall below $1.00 per share. Additionally, in some cases, the default of a single portfolio security could cause the NAV of Fund shares to fall below
$1.00 per share. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and you should not expect that they or any person will provide financial support to the Fund at
any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
It is possible that, during periods of low prevailing interest
rates or otherwise, the income from portfolio securities may be less than the amount needed to pay ongoing Fund operating expenses and may prevent payment of any dividends or distributions to Fund shareholders or cause the NAV of Fund shares to fall
below $1.00 per share. In such cases, the Fund may reduce or eliminate the payment of such dividends or distributions or seek to reduce certain of its operating expenses. There is no guarantee that such actions would enable the Fund to maintain a
constant NAV of $1.00 per share.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Repurchase Agreements Risk.
Repurchase agreements are agreements in which the seller of a security to the Fund agrees to repurchase that security from the Fund at a mutually agreed upon price and time. Repurchase agreements carry the risk that the
counterparty may not fulfill its obligations under the agreement. This could cause the Fund's income and the value of your investment in the Fund to decline.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
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Yield Bond Fund
Investment Objective
Columbia VP – High Yield Bond Fund (the Fund) seeks to
provide shareholders with high current income as its primary objective and, as its secondary objective, capital growth. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance
the Fund’s objective will be achieved.
Principal
Investment Strategies
Under normal market conditions,
the Fund invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in high-yield debt instruments (commonly referred to as “junk” bonds or securities). These high yield debt instruments
include corporate debt securities as well as floating rate loans rated below investment grade by a nationally recognized statistical rating organization, or if unrated, determined to be of comparable quality.
The Fund may invest up to 25% of its net assets in debt
instruments of foreign issuers.
Corporate debt
instruments in which the Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities. Floating rate loans, which are
another form of financing, are typically secured, with interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate, such as London Interbank Offered
Rate (commonly known as LIBOR), plus a premium). Secured debt instruments are ordinarily secured by specific collateral or assets of the issuer or borrower such that holders of these instruments will have claims senior to the claims of other parties
who hold unsecured instruments.
The Fund may invest in
debt instruments of any maturity and does not seek to maintain a particular dollar-weighted average maturity. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value).
Bond maturities range from less than 1 year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in
return for that longer maturity and higher interest rate risk. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio managers in selecting investments than either maturity or duration.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In pursuit of the Fund’s objective, Columbia Management
Investment Advisers, LLC (the Investment Manager) chooses investments by:
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Rigorous, in-house credit
research using a proprietary risk and relative value rating system with the goal of generating strong risk-adjusted returns;
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A process
focused on seeking to identify issuers with improving credit quality characterized by several factors including:
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stable and strengthening
cash flows,
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the ability to de-leverage
through free cash flow,
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asset valuations supporting
debt,
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strong management,
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strong and sustainable
market positioning, and
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access to
capital;
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A top down assessment of
broad economic and market conditions to determine quality and industry weightings;
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Review of
the legal documentation supporting the loan, including an analysis of the covenants and the rights and remedies of the lender.
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In evaluating whether to sell an investment, considerations by
the Investment Manager include but are not limited to:
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Deterioration in the
issuer’s results relative to analyst expectations,
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Inability of the issuer to
de-leverage,
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Reduced asset coverage for
the issuer,
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Deterioration in the
issuer’s competitive position,
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Reduced access to capital
for the issuer,
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Changes in the
issuer’s management,
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Whether the Investment
Manager’s price target for the security has been achieved, and
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The investment’s
potential upside/downside compared to other investments or investment opportunities.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
In many instances, issuers of floating rate loans offer to furnish material, non-public information (Confidential Information) to prospective purchasers or holders of the issuer’s floating rate loans to help
potential investors assess the value of the loan. Portfolio managers may avoid the receipt of Confidential Information about the issuers of floating rate loans being considered for acquisition by the Fund, or held in the Fund. A decision not to
receive Confidential Information from these issuers may disadvantage the Fund as compared to other floating rate loan investors, and may adversely affect the price the Fund pays for the loans it purchases, or the price at which the Fund sells the
loans. Further, in situations when holders of floating rate loans are asked, for example, to grant consents, waivers or amendments, the ability to assess the desirability of such consents, waivers or amendments may be compromised. For these and
other reasons, it is possible that the decision not to receive Confidential Information could adversely affect the Fund’s performance.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including
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Yield Bond Fund
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changes in the financial condition of the borrower or the
issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit
risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to
experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments held by
the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral
securing the loan, which may adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the
collateral, the priority status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make
it difficult for the Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due
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Yield Bond Fund
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than to changes in interest rates. These investments are
generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal. These debt
instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a price, may be difficult
to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on analyses by these ratings
agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of lower-rated debt instruments are
more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may consist of transactions involving refinancings, recapitalizations, mergers and acquisitions and other financings for general corporate purposes. The
Fund’s investments also may include senior obligations of a borrower issued in connection with a restructuring pursuant to Chapter 11 of the U.S. Bankruptcy Code (commonly known as “debtor-in-possession” financings), provided that
such senior obligations are determined by the Fund’s portfolio managers to be a suitable investment for the Fund. In such highly leveraged transactions, the borrower assumes large amounts of debt in order to have the financial resources to
attempt to achieve its business objectives. Such business objectives may include but are not limited to: management’s taking over control of a company (leveraged buy-out); reorganizing the assets and liabilities of a company (leveraged
recapitalization); or acquiring another company. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment,
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Yield Bond Fund
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which means that when seeking to sell its
portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make
markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth,
and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions
to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to
liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on
the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for
the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment
opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest
rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price
volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the
time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV,
including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to
liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days), which expose the Fund to the risk that the receipt of principal and interest payments may be
delayed until the loan interest settles. Extended settlement periods during significant Fund redemption activity could potentially cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to
sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be
successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market conditions.
Interests in secured loans have the benefit of collateral and,
typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets, although many covenants may be waived or modified with the consent of a certain percentage of the holders of the loans even if the Fund does not
consent. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most loan agreements there is no formal
requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with
respect to a loan that is adverse to the holders of the loan, including the Fund. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of interest previously paid by the
borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating the value previously placed on it.
In order
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Yield Bond Fund
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to enforce its rights in the event of a default, bankruptcy
or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital
structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the
borrower’s obligations to the first lien secured lenders. The remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. In addition, if a secured loan is foreclosed, the Fund would
likely bear the costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Fund would bear the risk that the collateral may decline in value while the Fund is holding it. From time
to time, disagreements may arise amongst the holders of loans and debt in the capital structure of an issuer, which may give rise to litigation risks, including the risk that a court could take action adverse to the holders of the loan, which could
negatively impact the Fund’s performance.
The Fund
may acquire a loan interest by obtaining an assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, the Fund normally will succeed to all rights and obligations of
its assignor with respect to the portion of the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the
assignor. Alternatively, the Fund may acquire a participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party
selling the participation interest, and the Fund normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the
Fund’s pro rata share of loan payments to the Fund. It may also be difficult for the Fund to obtain an accurate picture of a lending bank’s financial condition.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that
an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be
unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the
Columbia Variable Portfolio Funds
More Information About Columbia VP – High
Yield Bond Fund
(continued)
securities for resale and the risk of
substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount, which may be significant, from the market price of comparable securities for which a more
liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not
publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential,
which could also adversely affect the Fund’s ability to dispose of the security.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Jennifer
Ponce de Leon
|
|
Senior
Portfolio Manager and Head of US High Yield and Co-Head of Global High Yield
|
|
Co-manager
|
|
2010
|
Mr. Lavin
joined the Investment Manager in 1994. Mr. Lavin began his investment career in 1986 and earned an M.B.A. from the University of Wisconsin – Milwaukee.
Ms. Ponce de Leon
joined the
Investment Manager in 1997. Ms. Ponce de Leon began her investment career in 1989 and earned a M.B.A. from DePaul University.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
Investment Objective
Columbia VP – Income Opportunities Fund (the Fund) seeks
to provide shareholders with a high total return through current income and capital appreciation. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s
objective will be achieved.
Principal Investment
Strategies
Under normal market conditions, the
Fund’s assets are invested primarily in income-producing debt securities, with an emphasis on the higher rated segment of the high-yield (junk bond) market. These income-producing debt instruments include corporate debt securities as well as
bank loans. The Fund will purchase only debt instruments rated B or above, or if unrated, determined to be of comparable quality. If a debt instrument falls below a B rating after investment by the Fund, the Fund may continue to hold the
instrument.
The Fund may invest up to 25% of its net
assets in foreign investments.
Corporate debt
instruments in which the Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities. Floating rate loans, which are
another form of financing, are typically secured, with interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate, such as London Interbank Offered
Rate (commonly known as LIBOR), plus a premium). Secured debt instruments are ordinarily secured by specific collateral or assets of the issuer or borrower such that holders of these instruments will have claims senior to the claims of other parties
who hold unsecured instruments.
The Fund may invest in
debt instruments of any maturity and does not seek to maintain a particular dollar-weighted average maturity. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value).
Bond maturities range from less than 1 year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in
return for that longer maturity and higher interest rate risk. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio manager in selecting investments than either maturity or duration.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In pursuit of the Fund’s objective, Columbia Management
Investment Advisers, LLC (the Investment Manager) chooses investments using:
■
|
Rigorous, in-house credit
research using a proprietary risk and relative value rating system with the goal of generating strong risk-adjusted returns;
|
■
|
A process
focused on seeking to identify issuers with improving credit quality characterized by several factors including:
|
■
|
stable and strengthening
cash flows,
|
■
|
the ability to de-leverage
through free cash flow,
|
■
|
asset valuations supporting
debt,
|
■
|
strong management,
|
■
|
strong and sustainable
market positioning, and
|
■
|
access to
capital;
|
■
|
A top down assessment of
broad economic and market conditions to determine quality and industry weightings;
|
■
|
Review of
the legal documentation supporting the loan, including an analysis of the covenants and the rights and remedies of the lender.
|
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
In evaluating whether to sell a security, the Investment
Manager considers, among other factors:
■
|
Deterioration in the
issuer’s results relative to analyst expectations,
|
■
|
Inability of the issuer to
de-leverage,
|
■
|
Reduced asset coverage for
the issuer,
|
■
|
Deterioration in the
issuer’s competitive position,
|
■
|
Reduced access to capital
for the issuer,
|
■
|
Changes in the
issuer’s management,
|
■
|
Whether the Investment
Manager’s price target for the security has been achieved, and
|
■
|
The investment’s
potential upside/downside compared to other investments or investment opportunities.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio manager to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
In many instances, issuers of floating rate loans offer to furnish material, non-public information (Confidential Information) to prospective purchasers or holders of the issuer’s floating rate loans to help
potential investors assess the value of the loan. Portfolio managers may avoid the receipt of Confidential Information about the issuers of floating rate loans being considered for acquisition by the Fund, or held in the Fund. A decision not to
receive Confidential Information from these issuers may disadvantage the Fund as compared to other floating rate loan investors, and may adversely affect the price the Fund pays for the loans it purchases, or the price at which the Fund sells the
loans. Further, in situations when holders of floating rate loans are asked, for example, to grant consents, waivers or amendments, the ability to assess the desirability of such consents, waivers or amendments may be compromised. For these and
other reasons, it is possible that the decision not to receive Confidential Information could adversely affect the Fund’s performance.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
changes in the financial condition of the borrower or the issuer or in
general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk as
compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments held by the Fund are
lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan,
which may adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority
status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the
Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may
increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same
borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
than to changes in interest rates. These investments are generally more
likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal. These debt instruments
typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a price, may be difficult to sell at
the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on analyses by these ratings agencies of the
credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of lower-rated debt instruments are more likely to
have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may consist of transactions involving refinancings, recapitalizations, mergers and acquisitions and other financings for general corporate purposes. The
Fund’s investments also may include senior obligations of a borrower issued in connection with a restructuring pursuant to Chapter 11 of the U.S. Bankruptcy Code (commonly known as “debtor-in-possession” financings), provided that
such senior obligations are determined by the Fund’s portfolio manager to be a suitable investment for the Fund. In such highly leveraged transactions, the borrower assumes large amounts of debt in order to have the financial resources to
attempt to achieve its business objectives. Such business objectives may include but are not limited to: management’s taking over control of a company (leveraged buy-out); reorganizing the assets and liabilities of a company (leveraged
recapitalization); or acquiring another company. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment,
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
which means that when seeking to sell its
portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make
markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth,
and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions
to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to
liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on
the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for
the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment
opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest
rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price
volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the
time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV,
including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to
liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days), which expose the Fund to the risk that the receipt of principal and interest payments may be
delayed until the loan interest settles. Extended settlement periods during significant Fund redemption activity could potentially cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to
sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be
successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market conditions.
Interests in secured loans have the benefit of collateral and,
typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets, although many covenants may be waived or modified with the consent of a certain percentage of the holders of the loans even if the Fund does not
consent. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most loan agreements there is no formal
requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with
respect to a loan that is adverse to the holders of the loan, including the Fund. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of interest previously paid by the
borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating the value previously placed on it.
In order
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
to enforce its rights in the event of a default, bankruptcy or similar
situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may
involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the borrower’s
obligations to the first lien secured lenders. The remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. In addition, if a secured loan is foreclosed, the Fund would likely bear the
costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Fund would bear the risk that the collateral may decline in value while the Fund is holding it. From time to time,
disagreements may arise amongst the holders of loans and debt in the capital structure of an issuer, which may give rise to litigation risks, including the risk that a court could take action adverse to the holders of the loan, which could
negatively impact the Fund’s performance.
The Fund
may acquire a loan interest by obtaining an assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, the Fund normally will succeed to all rights and obligations of
its assignor with respect to the portion of the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the
assignor. Alternatively, the Fund may acquire a participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party
selling the participation interest, and the Fund normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the
Fund’s pro rata share of loan payments to the Fund. It may also be difficult for the Fund to obtain an accurate picture of a lending bank’s financial condition.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio manager may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that
an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio manager may be
unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the
Columbia Variable Portfolio Funds
More Information About Columbia VP – Income
Opportunities Fund
(continued)
securities for resale and the risk of
substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount, which may be significant, from the market price of comparable securities for which a more
liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not
publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential,
which could also adversely affect the Fund’s ability to dispose of the security.
Portfolio Management
Information about the portfolio manager primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio manager, including information relating to compensation, other accounts managed by the portfolio manager, and ownership by the
portfolio manager of Fund shares.
Portfolio Manager
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Manager
|
|
2004
|
Mr. Lavin
joined the Investment Manager in 1994. Mr. Lavin began his investment career in 1986 and earned an M.B.A. from the University of Wisconsin – Milwaukee.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Intermediate Bond Fund
Investment Objective
Columbia VP – Intermediate Bond Fund (the Fund) seeks to
provide shareholders with a high level of current income while attempting to conserve the value of the investment for the longest period of time. Only shareholders can change the Fund’s investment objective. Because any investment involves
risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. government, corporate bonds, and mortgage- and asset-backed securities. The Fund
may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or
“junk” bonds).
The Fund may invest
up to 25% of its net assets in foreign investments, including emerging markets.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes, interest rate swaps and portfolio and total return swaps) for hedging and investment purposes and to manage
market exposure of the Fund.
The Fund may
purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll
transaction.
The Fund’s investments in
mortgage-related securities include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
While the Fund may invest in securities of any maturity, under
normal circumstances, the Fund’s dollar-weighted average maturity will be between three and ten years. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value).
Bond maturities range from less than 1 year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in
return for that longer maturity and higher interest rate risk.
The selection of debt obligations is the primary decision in
building the investment portfolio.
Columbia Management
Investment Advisers, LLC (the Investment Manager) evaluates a number of factors in identifying investment opportunities and constructing the Fund’s portfolio.
The Investment Manager, in connection with selecting
individual investments for the Fund, evaluates a security based on its potential to generate income and/or capital appreciation. The Investment Manager considers, among other factors, the creditworthiness of the issuer of the security and the
various features of the security, such as its interest rate, yield, maturity, any call features and value relative to other securities. The Investment Manager also considers local, national and global economic conditions, market conditions, interest
rate movements and other relevant factors in allocating the Fund’s assets among issuers, securities, industry sectors and maturities.
The Investment Manager may sell a security if the Investment
Manager believes that there is deterioration in the issuer’s financial circumstances, or that other investments are more attractive; if there is deterioration in a security’s credit rating; or for other reasons.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
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The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of the
borrower or the issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present
increased credit risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments
held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral
securing the loan, which may adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the
collateral, the priority status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make
it difficult for the Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or
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otherwise exempt from SEC registration,
including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks,
and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to
the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more
volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit
risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in
underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or
replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater
than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the
price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments.
Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
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Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such
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that a relatively small price movement in a swap may result
in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap transactions and total
return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign
currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any
contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments
thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap
index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also
affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
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An
interest rate swap
is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate
to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates.
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Portfolio and total return
swaps
are derivative swap transactions in which one party agrees to pay the other party an amount equal to the total return of a defined underlying reference during a specified period of time. In return, the other
party would make periodic payments based on a fixed or variable interest rate or on the total return of a different underlying reference.
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Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be
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unable to sell foreign securities at
desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities,
including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the
Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly
available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or
nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic
companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the
local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories
that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses
within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by
fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other
than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political
developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund
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desires, may carry high transaction costs, and also are
generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk
related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of
higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with,
yields on such types of debt instruments. Because rates on certain
floating rate loans and other debt instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases
could cause the value of the Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so,
which could result in losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of,
for
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example, the relatively less frequent pricing of such
securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other
factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
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Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and yields on IOs and POs are extremely sensitive to the rate of
principal payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect
the yield to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than
would be the case with a traditional mortgage-backed security.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Columbia Variable Portfolio Funds
More Information About Columbia VP –
Intermediate Bond Fund
(continued)
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Carl
Pappo, CFA
|
|
Senior
Portfolio Manager and Head of Core Fixed Income
|
|
Lead
manager
|
|
2011
|
Brian
Lavin, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Jason
Callan
|
|
Senior
Portfolio Manager and Head of Structured Assets
|
|
Co-manager
|
|
January
2016
|
Mr. Pappo
joined one of the Columbia Management legacy
firms or acquired business lines in 1993. Mr. Pappo began his investment career in 1991 and earned a B.S. from Babson College.
Mr. Lavin
joined the
Investment Manager in 1994. Mr. Lavin began his investment career in 1986 and earned an M.B.A. from the University of Wisconsin – Milwaukee.
Mr. Callan
joined the
Investment Manager in 2007. Mr. Callan began his investment career in 2004 and earned an M.B.A. from the University of Minnesota.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Growth Fund
Investment Objective
Columbia VP – Large Cap Growth Fund (the Fund) seeks to
provide shareholders with long-term capital growth. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of large capitalization companies that fall within the range of the Russell 1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March
31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other
investment criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the
smallest company within the Index.
The Fund invests primarily in common
stocks of companies that the investment manager believes have the potential for long-term, above-average earnings growth. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary
sector, health care sector, and the information technology and technology-related sectors.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign
companies.
A combination of fundamental and quantitative
analysis with risk management is used in identifying investment opportunities and constructing the Fund’s portfolio.
In selecting investments, Columbia Management Investment
Advisers, LLC (the Investment Manager) considers, among other factors:
■
|
overall economic and market
conditions; and
|
■
|
the financial condition and
management of a company, including its competitive position, the quality of its balance sheet and earnings, its future prospects, and the potential for growth and stock price appreciation.
|
The Investment Manager may sell a security when the
security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects; if other investments are more attractive;
or for other reasons.
The Fund’s investment policy
with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Growth Fund
(continued)
related to the particular political,
regulatory, economic, social and other conditions or events, including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign
company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty
in receiving company stockholder communications.
Foreign
Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely
volatile. Foreign securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also
generally higher for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose
withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could
potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social,
diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a
particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a
particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable
information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed
a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests
significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative
to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Growth Fund
(continued)
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector, health care sector, and the
information technology and technology-related sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments
in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services (especially for companies dependent
upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar
litigation as well as product obsolescence.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Wilson, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2010
|
Peter
Deininger, CFA, CAIA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Tchintcia
Barros, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2015
|
Mr. Wilson
joined one of the Columbia Management legacy firms or acquired business lines in 2005. Mr. Wilson began his investment career in 1985 and earned a B.A. from Trinity College and an M.B.A. from Duke
University.
Mr. Deininger
joined one of the Columbia Management legacy firms or acquired business lines in 2002. Mr. Deininger began his investment career in 1994 and earned a B.A. from Dartmouth College and an M.B.A. from the University of
Chicago.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Growth Fund
(continued)
Ms. Barros
joined one of the
Columbia Management legacy firms or acquired business lines in 2005. Ms. Barros began her investment career in 2000 and earned a B.A. in economics from Dartmouth College and an M.B.A. from Harvard Business School.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Index Fund
Investment Objective
Columbia VP – Large Cap Index Fund (the Fund)
seeks to provide shareholders with long-term capital appreciation.
Only
shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in common stocks that comprise the Standard & Poor's (S&P) 500 Index (the Index).
The Fund may invest in derivatives, including futures
(including equity index futures), for cash equitization purposes.
Different common stocks have different weightings in the
Index, depending on the amount of stock outstanding and the stock’s current price. In seeking to match the performance of the Index, Columbia Management Investment Advisers, LLC (the Investment Manager) attempts to allocate the Fund’s
assets among common stocks in approximately the same weightings as the Index. This is referred to as a passive or indexing approach to investing.
As a result of the Fund’s indexing approach to investing, the Fund will
typically emphasize within the portfolio those economic sectors emphasized by the Index, such as the information technology sector. The Fund may buy shares of Ameriprise Financial, Inc., an affiliate of the Investment Manager, which is currently
included in the Index, subject to certain restrictions.
The Fund attempts to achieve at least a 95% correlation
between the performance of the Index and the Fund’s investment results, before fees and expenses. A correlation of 1.00 means the return of the Fund can be completely explained by the return of the Index. The Fund’s ability to track the
Index is affected by, among other things, transaction costs and other expenses (which the Index does not incur), changes in the composition of the Index, changes in the number of shares issued by the companies represented in the Index, and by the
timing and amount of Fund shareholder purchases and redemptions.
In the event a correlation of 0.95 or better is not achieved,
the Fund’s Board of Trustees will consider alternative arrangements.
The Fund may change its target Index for a different index if
the current Index is discontinued or if the Board believes a different index would better enable the Fund to match the performance of the market segment represented by the current Index. The substitute index will measure the same general segment of
the market as the current Index.
The Investment Manager
may sell a stock when the stock’s percentage weighting in the index is reduced, when the stock is removed from the index, if the timing of cash flows in and out of the Fund requires it to sell a security, corporate actions have affected the
issuer (such as corporate reorganizations, mergers or acquisitions) or for other reasons.
Although index funds, by their nature, tend to be
tax-efficient investments, the Fund generally is managed without regard to tax efficiency.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Correlation/Tracking Error Risk.
The Fund’s value will generally decline when the performance of the Index declines. A number of factors may affect the Fund’s ability to achieve a high degree of correlation with the Index, and there is no
guarantee that the Fund will achieve a high degree of correlation. Failure to achieve such degree of correlation may prevent the Fund from achieving its investment objective. The factors that may adversely affect the Fund’s
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Index Fund
(continued)
correlation with the Index include the size
of the Fund’s portfolio, fees, expenses, transaction costs, income items, valuation methodology, accounting standards, the effectiveness of sampling techniques, changes in the Index and disruptions or illiquidity in the markets for the
securities in which the Fund invests. While the Fund typically attempts to track the performance of the Index by investing all, or substantially all, of its assets in the types of securities that make up the Index in approximately the same
proportion as their weighting in the Index, at times, the Fund may not have investment exposure to all securities in the Index, or its weighting of investment exposure to securities may be different from that of the Index. In addition, the Fund may
invest in securities not included in the Index. The Fund may take or refrain from taking investment positions for various reasons, such as tax efficiency purposes, or to comply with regulatory restrictions, which may negatively affect the
Fund’s correlation with the Index. The Fund may also be subject to large movements of assets into and out of the Fund, potentially resulting in the Fund being over- or under-exposed to certain securities comprising the Index and may be
impacted by Index reconstitutions and Index rebalancing events. The Fund also bears management and other expenses and transaction costs in trading securities, which the Index does not bear. Accordingly, the Fund’s performance will likely fail
to match the performance of the Index, after taking expenses into account. Any of these factors could decrease correlation between the performance of the Fund and the Index and may hinder the Fund’s ability to meet its investment objective. It
is not possible to invest directly in an index.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the
value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk).
Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Index Fund
(continued)
entering into offsetting transactions rather
than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a
linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading,
it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For
certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not
provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Large
Cap Index Fund
(continued)
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Christopher
Lo, Ph.D., CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2014
|
Vadim
Shteyn
|
|
Associate
Portfolio Manager
|
|
Co-manager
|
|
2011
|
Dr. Lo
joined one of the Columbia Management legacy firms or acquired business lines in 1998. Dr. Lo began his investment career in 1998 and earned a B.S. and M.E. from Rensselaer Polytechnic Institute,
an M.B.A. from the Stern School of Business at New York University and a Ph.D. in professional studies (DPS) from Pace University, with a concentration in finance and international economics.
Mr. Shteyn
joined one of the
Columbia Management legacy firms or acquired business lines in 2006. Mr. Shteyn began his investment career in 2006.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Growth Fund
Investment Objective
Columbia VP – Mid Cap Growth Fund (the Fund) seeks
to provide shareholders with growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) at the time of purchase in the common stocks of mid-capitalization companies. For these purposes, mid-cap companies are considered to be
companies whose market capitalization falls within the market capitalization range of the companies that comprise the Russell Midcap Index (the Index) at the time of purchase (between $ 70.3 million and $59.4 billion as of March 31, 2017). The
market capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment
criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest
company within the Index.
The Fund invests typically in
common stocks of companies believed to have the potential for long-term, above-average earnings growth but may invest in companies for their short, medium or long-term prospects. The Fund may from time to time emphasize one or more sectors in
selecting its investments, including the consumer discretionary sector and the information technology sector.
The Fund may invest up to 20% of its total assets in foreign
securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may invest in special situations,
such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies. Depositary receipts are receipts issued by a
bank or trust company reflecting ownership of underlying securities issued by foreign companies.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio.
Columbia Management Investment Advisers, LLC (the Investment
Manager) considers, among other factors:
■
|
overall economic and market
conditions; and
|
■
|
the
financial condition and management of a company, including its competitive position, the quality of its balance sheet and earnings, its future prospects, and the potential for growth and stock price appreciation.
|
The Investment Manager may sell a security when the
security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects; if other investments are more attractive;
or for other reasons.
The Fund’s investment
strategy may involve the frequent trading of portfolio securities.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Growth Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Growth Fund
(continued)
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Mid-Cap Company Securities Risk.
Securities of mid-capitalization companies (mid-cap companies) can, in certain circumstances, have more risk than securities of larger capitalization companies (larger companies). For example, mid-cap companies may be
more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Mid-cap companies are also more likely than larger companies to have
more limited product lines and operating histories and to depend on smaller management teams. Securities of mid-cap companies may trade less frequently and in smaller volumes and may fluctuate more sharply in value than securities of larger
companies. When the Fund takes significant positions in mid-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be difficult and result in Fund investment losses. In addition,
some mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector and the information technology
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants,
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Growth Fund
(continued)
competition for market share and short product cycles due to
an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector
companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the short term.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of uncertainty that can be
associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following the offering. It is
possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Initial public offerings are subject to many
of the same risks as investing in companies with smaller market capitalizations. To the extent the Fund determines to invest in initial public offerings, it may not be able to invest to the extent desired, because, for example, only a small portion
(if any) of the securities being offered in an initial public offering are available to the Fund. The investment performance of the Fund during periods when it is unable to invest significantly or at all in initial public offerings may be lower than
during periods when the Fund is able to do so. Certain “special situation” investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special
situation investments prevent ownership interests therein from being withdrawn until the special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special
situations may have a magnified effect on the performance of funds with small amounts of assets.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
George
Myers, CFA
|
|
Senior
Portfolio Manager
|
|
Lead
manager
|
|
2011
|
Brian
Neigut
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2011
|
William
Chamberlain, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Mr. Myers
joined one of the Columbia Management legacy firms or acquired business lines in 2004. Mr. Myers began his investment career in 1998 and earned a B.B.A. and M.S. in finance from the University of Wisconsin in
Madison.
Mr. Neigut
joined one of the Columbia Management legacy firms or acquired business lines in 2007. Mr. Neigut began his investment career in 1995 and earned a B.B.A. from Pacific Lutheran University.
Mr. Chamberlain
joined one of
the Columbia Management legacy firms or acquired business lines in 1995. Mr. Chamberlain earned a B.B.A. degree in finance from Pacific Lutheran University.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Value Fund
Investment Objective
Columbia VP – Mid Cap Value Fund (the Fund)
seeks to provide shareholders with long-term growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of medium-sized companies. Medium-sized companies are those whose market capitalizations at the time of purchase fall within the
market capitalization range of the Russell Midcap Value Index (the Index) (between $203.0 million and $38.8 billion as of March 31, 2017). The market capitalization range and composition of the companies in the Index are subject to change. As
such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s market
capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund normally invests in common stocks and also may invest in real estate investment trusts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The investment manager combines fundamental and
quantitative analysis with risk management in identifying value opportunities and constructing the Fund's portfolio.
In selecting investments, Columbia Management Investment
Advisers, LLC (the Investment Manager) considers, among other factors:
■
|
businesses that are believed
to be fundamentally sound and undervalued due to investor indifference, investor misperception of company prospects, or other factors;
|
■
|
various measures of
valuation, including price-to-cash flow, price-to-earnings, price-to-sales, and price-to-book value. The Investment Manager believes that companies with lower valuations are generally more likely to provide opportunities for capital appreciation;
|
■
|
a company’s current
operating margins relative to its historic range and future potential; and
|
■
|
potential
indicators of stock price appreciation, such as anticipated earnings growth, company restructuring, changes in management, business model changes, new product opportunities or anticipated improvements in macroeconomic factors.
|
The Investment Manager may sell a security when the
security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects; if other investments are more attractive;
or for other reasons.
The Fund’s investment policy
with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Value Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Value Fund
(continued)
limited financial resources, may have less trading volume in their
securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended.
Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager and its investment advisory affiliates
(Participating Affiliates) around the world may coordinate in providing services to their clients. From time to time, the Investment Manager (or any affiliated investment subadviser to the Fund, as the case may be) may engage its Participating
Affiliates to provide a variety of services such as investment research, investment monitoring, trading, and discretionary investment management (including portfolio management) to certain accounts managed by the Investment Manager, including the
Fund. These Participating Affiliates will provide services to the Investment Manager (or any affiliated investment subadviser to the
Columbia Variable Portfolio Funds
More Information About Columbia VP – Mid
Cap Value Fund
(continued)
Fund, as the case may be) either pursuant to subadvisory agreements,
personnel-sharing agreements or similar inter-company arrangements and the Fund will pay no additional fees and expenses as a result of any such arrangements. These Participating Affiliates, like the Investment Manager, are direct or indirect
subsidiaries of Ameriprise Financial and are registered with the appropriate respective regulators in their home jurisdictions and, where required, the SEC and the Commodity Futures Trading Commission in the United States.
Pursuant to some of these arrangements, certain employees of
these Participating Affiliates may serve as “associated persons” of the Investment Manager and, in this capacity, subject to the oversight and supervision of the Investment Manager and consistent with the investment objectives, policies
and limitations set forth in the Fund’s prospectus and SAI, may provide such services to the Fund on behalf of the Investment Manager.
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Hoffman
|
|
Senior
Portfolio Manager
|
|
Co-lead
manager
|
|
2013
|
Diane
Sobin, CFA
|
|
Senior
Portfolio Manager and Head of U.S. Equities
|
|
Co-lead
manager
|
|
2013
|
Jonas
Patrikson, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2014
|
Nicolas
Janvier, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2015
|
Mr. Hoffman
joined one of the Columbia Management legacy firms or acquired business lines in 2001. Mr. Hoffman began his investment career in 1986 and earned a B.A. from Grinnell College and an M.A. from Columbia
University.
Ms. Sobin
joined Threadneedle, a Participating Affiliate, in 2011 as a portfolio manager. She currently serves as Threadneedle’s Head of U.S. Equities. Prior to joining Threadneedle, Ms. Sobin worked as an investment
professional for the Investment Manager or its predecessors from 2001 to 2011. Ms. Sobin began her investment career in 1983 and earned a B.B.A. from Pace University.
Mr.
Patrikson
joined one of the Columbia Management legacy firms or acquired business lines in 2004. Mr. Patrikson began his investment career in 1990 and earned a B.A. from the University of Linkoping,
Sweden.
Mr. Janvier
joined Threadneedle, a Participating Affiliate, in 2014 as a portfolio manager. Prior to joining Threadneedle, Mr. Janvier worked as an investment professional for the Investment Manager or its predecessors from 2006 to
2014. Mr. Janvier began his investment career in 2000 and earned a B.A. from the University of Florida.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Select
International Equity Fund
Investment Objective
Columbia VP – Select International Equity Fund (the
Fund) seeks to provide shareholders with capital appreciation.
Only
shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including common stock, preferred stock, and depositary receipts) of companies located in at least three countries other than the United States,
including emerging market countries. The Fund invests in companies that are believed to have the potential for growth. The Fund typically employs a focused portfolio investing style, which results in fewer holdings than a fund that seeks to achieve
its investment objective by investing in a greater number of issuers.
The Fund may invest in companies involved in
initial public offerings, tender offers, mergers, other corporate restructurings and other special situations. The Fund may invest in equity securities of issuers of any market capitalization. From time to time, the Fund may focus its investments in
certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Management
Investment Advisers, LLC (the Investment Manager) serves as the investment manager to the Fund and is responsible for oversight of the Fund’s subadviser, Threadneedle International Limited (Threadneedle or the Subadviser), an indirect
wholly-owned subsidiary of Ameriprise Financial, Inc., the parent company of the Investment Manager.
Threadneedle chooses investments for the Fund by:
■
|
Deploying an integrated
approach to equity research that incorporates regional analyses, an international sector strategy, and stock specific perspectives;
|
■
|
Conducting detailed research
on companies in a consistent, strategic and macroeconomic framework;
|
■
|
Looking for catalysts of
change and identifying the factors driving markets, which will vary over economic and market cycles; and
|
■
|
Implementing rigorous risk
control processes that seek to ensure that the risk and return characteristics of the Fund’s portfolio are consistent with established portfolio management parameters.
|
A number of factors may prompt the portfolio management team
to sell securities. A sale may result from a change in the composition of the Fund’s benchmark or a change in sector strategy. A sale may also be prompted by factors specific to a stock, such as valuation or company fundamentals.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Columbia Variable Portfolio Funds
More Information About Columbia VP – Select
International Equity Fund
(continued)
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Focused Portfolio Risk.
The
Fund, because it may invest in a limited number of companies, may have more volatility in its NAV and is considered to have more risk than a fund that invests in a greater number of companies because changes in the value of a single security may
have a more significant effect, either negative or positive, on the Fund’s NAV. To the extent the Fund invests its assets in fewer securities, the Fund is subject to greater risk of loss if any of those securities decline in
price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets
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denominated in currencies other than the U.S. dollar. Currency rates in
foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The
Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Asia Pacific Region.
A number of countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact that country, other countries in the region or the region as a whole. As a result, events in the region will
generally have a greater effect on the Fund than if the Fund were more geographically diversified in areas with more developed countries and economies. This could result in increased volatility in the value of the Fund’s investments and losses
for the Fund. Continued growth of economies and securities markets in the region will require sustained economic and fiscal discipline, as well as continued commitment to governmental and regulatory reforms. Development also may be influenced by
international economic conditions, including those in the United States and Japan, and by world demand for goods or natural resources produced in countries in the Asia Pacific region. Securities markets in the region are generally smaller and have a
lower trading volume than those in the United States, which may result in the securities of some companies in the region being less liquid than U.S. or other foreign securities. Some currencies, inflation rates or interest rates in the Asia Pacific
region are or can be volatile, and some countries in the region may restrict the flow of money in and out of the country. The risks described under “Emerging Markets Securities Risk” and “Foreign Securities Risk” may be more
pronounced due to the Fund’s focus on investments in the region.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. Most developed countries in Western Europe are members of the European Union (EU), and many are also members of the
European Economic and Monetary Union (EMU). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU membership are required to comply. In
addition, the private and public sectors’ debt problems of a single EU country can pose significant economic risks to the EU as a whole. Unemployment in Europe has historically been higher than in the United States and public deficits are an
ongoing concern in many European countries. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to underperform
other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
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Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
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Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Special
Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because
of the high degree of uncertainty that can be associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may
operate at a loss following the offering. It is possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable
fluctuations. Initial public offerings are subject to many of the same risks as investing in companies with smaller market capitalizations. To the extent the Fund determines to invest in initial public offerings, it may not be able to invest to the
extent desired, because, for example, only a small portion (if any) of the securities being offered in an initial public offering are available to the Fund. The investment performance of the Fund during periods when it is unable to invest
significantly or at all in initial public offerings may be lower than during periods when the Fund is able to do so. Certain “special situation” investments are investments in securities or other instruments that are determined to be
illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the special situation investment, or a portion thereof, is realized or deemed realized,
which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of assets.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Threadneedle is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30,
2016.
Subadviser
Threadneedle, which has served as Subadviser to the Fund since
July 2004, is located at Cannon Place, 78 Cannon Street, London EC4N 6AG, United Kingdom. Threadneedle is an affiliate of the Investment Manager, and an indirect wholly-owned subsidiary of Ameriprise Financial. Threadneedle was founded in 1994 and
has experience managing investment strategies covering equities, fixed income, real estate, asset allocation and alternatives.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
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(continued)
Subadviser:
Threadneedle
International Limited
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Simon
Haines, CFA
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Portfolio
Manager
|
|
2013
|
William
Davies
|
|
Head
of Global Equities, EMEA, and Deputy Head of Equities at Threadneedle International Limited
|
|
Deputy
Portfolio Manager
|
|
2013
|
David
Dudding, CFA
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Deputy
Portfolio Manager
|
|
2015
|
Mr. Haines
joined Threadneedle in 1999 as a trainee UK fund manager, progressing to fund manager effective January 2005. Mr. Haines began his investment career in 1999 and earned a degree from Oxford University.
Mr. Davies
joined Threadneedle
in 1994. Prior to assuming his current roles, Mr. Davies was Head of European Equities. Mr. Davies began his investment career in 1984 and earned a B.A (Hons) in Economics from Exeter University.
Mr. Dudding
joined
Threadneedle in 1999 as an analyst. Mr. Dudding began his investment career in 1999 and earned a Modern History degree and a European Politics Masters degree from Oxford University.
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Investment Objective
Columbia VP – Select Large-Cap Value Fund (the Fund)
seeks to provide shareholders with long-term growth of capital.
Only
shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund’s Board of Trustees may change the parameters by
which large market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager to be undervalued, either historically, by the market, or as compared
with issuers in the same or similar industry or sector.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the financial services sector. The Fund may hold a small number of securities, consistent with its value investment approach.
Generally, the Fund anticipates holding between 30 and 40 securities in
its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
In pursuit of the Fund’s objective, the portfolio
managers use a bottom-up stock selection approach, which means that they concentrate on individual company fundamentals, rather than on a particular industry, although at times factors that make a particular company attractive may also make other
companies within the same industry attractive, and the portfolio managers may invest in these issuers as well.
Columbia Management Investment Advisers, LLC (the Investment
Manager) considers a variety of factors in identifying investment opportunities and constructing the Fund’s portfolio which may include, among others, the following:
■
|
a low price-to-earnings
and/or low price-to-book ratio;
|
■
|
positive change in senior
management;
|
■
|
positive corporate
restructuring;
|
■
|
temporary setback in price
due to factors that no longer exist or are ending;
|
■
|
a positive shift in the
company’s business cycle; and/or
|
■
|
a
catalyst for increase in the rate of the company’s earnings growth.
|
The Investment Manager generally sells a stock if it believes
the stock has become fully valued, its fundamentals have deteriorated, or ongoing evaluation reveals that there are more attractive investment opportunities available. The Investment Manager monitors the Fund’s holdings, remaining sensitive to
overvaluation and deteriorating fundamentals.
The
Fund’s investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
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(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Focused Portfolio Risk.
The
Fund, because it may invest in a limited number of companies, may have more volatility in its NAV and is considered to have more risk than a fund that invests in a greater number of companies because changes in the value of a single security may
have a more significant effect, either negative or positive, on the Fund’s NAV. To the extent the Fund invests its assets in fewer securities, the Fund is subject to greater risk of loss if any of those securities decline in
price.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may
be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or
factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes
the securities are already undervalued. There is also a risk that it may take longer than
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(continued)
expected for the value of these investments
to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Rosen
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2008
|
Kari
Montanus
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Richard
Taft, CPA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
October
2016
|
Mr. Rosen
joined one of the Columbia Management legacy firms or acquired business lines in 2008. Mr. Rosen began his investment career in 1982 and earned a B.A. from Brandeis University and an M.B.A. from New York
University.
Ms. Montanus
joined one of the Columbia Management legacy firms or acquired business lines in 2003. Ms. Montanus began her investment career in 1992 and earned a B.A. from Stanford University and an M.B.A. in finance from The Wharton School, University of
Pennsylvania.
Mr. Taft
joined the Investment Manager in 2011. Mr. Taft began his investment career in 1997 and earned a B.A. and an M.B.A. from the University at Buffalo.
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Investment Objective
Columbia VP – Select Smaller-Cap Value Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Only
shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of smaller capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 2000
®
Value Index (the Index) at the time of purchase (between $32.5 million and $13.3 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund’s Board of Trustees may change the parameters by
which smaller market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities
of U.S. issuers. The Fund may invest up to 25% of its net assets in foreign investments. The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the
investment manager to be undervalued, either historically, by the market, or as compared with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the
financial services sector. The Fund also may invest in real estate investment trusts. The Fund may hold a small number of securities, consistent with its value investment approach. Generally, the Fund anticipates holding between 40 and 50 securities
in its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
In pursuit of the Fund’s objective, the portfolio
managers use a bottom-up stock selection approach, which means that they concentrate on individual company fundamentals, rather than on a particular industry, although at times factors that make a particular company attractive may also make other
companies within the same industry attractive, and the portfolio managers may invest in these issuers as well.
Columbia Management Investment Advisers, LLC (the Investment
Manager) considers a variety of factors in identifying investment opportunities and constructing the Fund’s portfolio which may include, among others, the following:
■
|
a low price-to-earnings
and/or low price-to-book ratio;
|
■
|
positive change in senior
management;
|
■
|
positive corporate
restructuring;
|
■
|
temporary setback in price
due to factors that no longer exist or are ending;
|
■
|
a positive shift in the
company’s business cycle; and/or
|
■
|
a
catalyst for increase in the rate of the company’s earnings growth.
|
The Investment Manager generally sells a stock if it believes
the stock has become fully valued, its fundamentals have deteriorated, or ongoing evaluation reveals that there are more attractive investment opportunities available. The Investment Manager monitors the Fund’s holdings, remaining sensitive to
overvaluation and deteriorating fundamentals.
The
Fund’s investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
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Smaller-Cap
Value Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Focused Portfolio Risk.
The
Fund, because it may invest in a limited number of companies, may have more volatility in its NAV and is considered to have more risk than a fund that invests in a greater number of companies because changes in the value of a single security may
have a more significant effect, either negative or positive, on the Fund’s NAV. To the extent the Fund invests its assets in fewer securities, the Fund is subject to greater risk of loss if any of those securities decline in
price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
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Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small Company Securities Risk.
Securities of small-capitalization companies (small-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger-capitalization companies (larger companies) but may also have more risk. For
example, small-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Small-cap companies are also more
likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small-cap companies may trade less frequently and in smaller volumes and may be less liquid and
fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be
prolonged and result in Fund investment losses. In addition, some small-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
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Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Rosen
|
|
Senior
Portfolio Manager
|
|
Lead
Manager
|
|
2008
|
Kari
Montanus
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Richard
Taft, CPA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
October
2016
|
Mr. Rosen
joined one of the Columbia Management legacy firms or acquired business lines in 2008. Mr. Rosen began his investment career in 1982 and earned a B.A. from Brandeis University and an M.B.A. from New York
University.
Ms. Montanus
joined one of the Columbia Management legacy firms or acquired business lines in 2003. Ms. Montanus began her investment career in 1992 and earned a B.A. from Stanford University and an M.B.A. in finance from The Wharton School, University of
Pennsylvania.
Mr. Taft
joined the Investment Manager in 2011. Mr. Taft began his investment career in 1997 and earned a B.A. and an M.B.A. from the University at Buffalo.
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Investment Objective
Columbia VP – U.S. Government Mortgage Fund (the Fund)
seeks to provide shareholders with current income as its primary objective and, as its secondary objective, preservation of capital. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of
Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund’s assets primarily are invested in
mortgage-related securities. Under normal market conditions, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in mortgage-related securities that either are issued or
guaranteed as to principal and interest by the U.S. Government, its agencies, authorities or instrumentalities. This includes, but is not limited to, Government National Mortgage Association (GNMA or Ginnie Mae) mortgage-backed bonds, which are
backed by the full faith and credit of the U.S. Government; and Federal National Mortgage Association (FNMA or Fannie Mae) and Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac) mortgage-backed bonds. FNMA and FHLMC are chartered or
sponsored by Acts of Congress; however, their securities are neither issued nor guaranteed by the U.S. Treasury.
The Fund’s investments in mortgage-related securities
include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value). Bond maturities range from less than 1
year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in return for that longer maturity and
higher interest rate risk.
The Fund may invest in
privately placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory
restrictions.
The Fund may invest in derivatives,
including futures (including interest rate futures) to manage duration and yield curve exposure and to manage exposure to movements in interest rates. The Fund’s use of derivatives creates leverage (market exposure in excess of the
Fund’s assets) in the Fund’s portfolio.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
In pursuit of the Fund’s objective, Columbia Management
Investment Advisers, LLC (the Investment Manager) chooses investments by reviewing:
■
|
Relative value within the
U.S. Government mortgage sector.
|
■
|
The interest rate outlook.
|
The yield curve is a graphic
representation of the yields of bonds of the same quality but different maturities. A graph showing an upward trend with short-term rates lower than long-term rates is called a positive yield curve, while a downward trend is a negative or inverted
yield curve.
In evaluating whether to sell a security,
the Investment Manager considers, among other factors, whether in its view:
■
|
The interest rate or
economic outlook changes.
|
■
|
The security is overvalued
relative to alternative investments.
|
■
|
A more attractive opportunity
exists.
|
The Fund’s investment
strategy may involve the frequent trading of portfolio securities.
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The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an
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adverse movement in the value, price or rate
of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose
the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to
perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be
unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods
of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make
derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
■
|
An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
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Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Leverage Risk.
Leverage occurs
when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the NAV of Fund shares and in the return on the
Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to
meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain large investment exposures in return for meeting relatively
small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the Fund may experience capital losses that exceed the
net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund's volatility and risk of loss.
There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more
difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s
exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the
proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in
times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
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investments. Judgment plays a larger role in
valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such
securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other
factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in
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interest rates will extend the life of a mortgage- or asset-backed security
beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and yields on IOs and POs are extremely sensitive to the rate of
principal payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect
the yield to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than
would be the case with a traditional mortgage-backed security.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Columbia Variable Portfolio Funds
More Information About Columbia VP – U.S.
Government Mortgage Fund
(continued)
Portfolio Managers
Portfolio
Manager
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Title
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Role
with Fund
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Managed
Fund Since
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Jason
Callan
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Senior
Portfolio Manager and Head of Structured Assets
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Co-manager
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2012
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Tom
Heuer, CFA
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Senior
Portfolio Manager
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Co-manager
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2012
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Mr. Callan
joined the Investment Manager in 2007. Mr. Callan began his investment career in 2004 and earned an M.B.A. from the University of Minnesota.
Mr. Heuer
joined the
Investment Manager in 1993. Mr. Heuer began his investment career in 1993 and earned an M.B.A. from the University of Minnesota.
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Global Inflation-Protected Securities Fund
Investment Objective
VP – BlackRock Global Inflation-Protected
Securities Fund (the Fund) seeks to provide shareholders with total return that exceeds the rate of inflation over the long term. Only shareholders can change the Fund’s investment objective.
Because any investment involves risk, there is no assurance the Fund’s
objective will be achieved.
Principal Investment
Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in inflation-protected debt securities. These securities include inflation-indexed bonds of varying maturities issued by the U.S. Government and
non-U.S. governments, their agencies or instrumentalities, and U.S. and non-U.S. corporations. The Fund invests only in securities rated investment grade at the time of purchase by a third-party rating agency or, if unrated, deemed by the management
team to be of comparable quality. Split-rated securities are considered to have the higher credit rating. Split-rated securities are those that receive different credit ratings from two or more rating agencies. Inflation-protected securities are
designed to protect the future purchasing power of the money invested in them. The value of the bond’s principal or the interest income paid on the bond is adjusted to track changes in an official inflation measure. Up to 20% of the
Fund’s net assets may be invested in sectors outside the Fund’s benchmark index, the Bloomberg Barclays World Government Inflation-Linked Bond Index USD Hedged (the Index). The Fund seeks to maintain an average duration that is within a
range of plus or minus 20% of the duration of the Index. Duration measures the sensitivity of bond prices to changes in interest rates. The longer the duration of a bond, the more sensitive it will be to changes in interest rates. For example, a
three-year duration means a bond is expected to decrease in value by 3% if interest rates rise 1% and increase in value by 3% if interest rates fall 1%.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities traded on non-U.S.
exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a
company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus its investments
in certain countries or geographic areas, including Europe.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures, other bond futures and index futures), options (including options on futures and indices) and swaps (including interest rate swaps and inflation rate
swaps). The Fund may enter into derivatives for investment purposes, for risk management (hedging) purposes, to increase flexibility, to produce incremental earnings, and to manage duration, yield curve and interest rate exposure. The Fund’s
use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s portfolio.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, BlackRock Financial Management, Inc. (BlackRock or the Subadviser), which provides day-to-day
portfolio management to the Fund.
In pursuit of the
Fund’s objective, BlackRock makes purchase and sale decisions using proprietary interest rate and price index models and seasoned professional judgment;
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Securities are purchased for
the Fund when the management team determines that they have the potential for above average total return;
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If a security falls below
investment grade, the management team will decide whether to continue to hold the security. A security will be sold or its risks hedged if, in the opinion of the management team, the risk of continuing to hold the security is unattractive when
compared to its total return potential;
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Fund
assets will be allocated among different countries and different market sectors (including different government or corporate issuers) and different maturities based on views of the relative value for each sector or maturity;
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Columbia Variable Portfolio Funds
More Information About VP – BlackRock
Global Inflation-Protected Securities Fund
(continued)
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Duration and yield curve
decisions will be based on fundamental views and quantitative analysis of forward looking interest rate determinants including inflation, real rates, risk premiums and relative supply/demand;
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The Fund will target an
average portfolio duration within a range of plus or minus 20% of the duration of the Index. BlackRock uses an internal model for calculating duration, which may result in a different value for the duration of a benchmark compared to the duration
calculated by the provider of the benchmark or another third party.
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The portfolio manager may hedge any portion
of the non-U.S. dollar denominated securities in the Fund to the U.S. dollar.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio manager to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual
Columbia Variable Portfolio Funds
More Information About VP – BlackRock
Global Inflation-Protected Securities Fund
(continued)
investment. A relatively small movement in
the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk
exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying
reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to
additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as
agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell
an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods of time
(volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more
costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
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A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar).
Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it
may buy and sell various currencies in the market.
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Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to
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Global Inflation-Protected Securities Fund
(continued)
maturity of a futures contract, the Fund may
enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or
taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange,
and no secondary market exists for such contracts. Futures positions are marked to market each day and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible
that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of
futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same
protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the
Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
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A
bond (or debt instrument) future
is a derivative that is an agreement for the contract holder to buy or sell a bond or other debt instrument, a basket of bonds or other debt instrument, or the bonds or other debt
instruments in an index on a specified date at a predetermined price. The buyer (long position) of a bond future is obliged to buy the underlying reference at the agreed price on expiry of the future.
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Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. The Fund
may purchase or write (i.e., sell) put and call options on an underlying reference it is otherwise permitted to invest in. By investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a
disadvantageous price on or before the expiration date. If the Fund sells a put option, the Fund may be required to buy the underlying reference at a strike price that is above market price, resulting in a loss. If the Fund sells a call option, the
Fund may be required to sell the underlying reference at a strike price that is below market price, resulting in a loss. If the Fund sells a call option that is not covered (it does not own the underlying reference), the Fund's losses are
potentially unlimited. Options may involve economic leverage, which could result in greater volatility in price movement. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Columbia Variable Portfolio Funds
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(continued)
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An
interest rate swap
is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate
to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates.
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An
inflation rate swap
is a derivative typically used to transfer inflation risk from one party to another through an exchange of cash flows. In an inflation rate swap, one party pays a fixed rate on a notional
principal amount, while the other party pays a floating rate linked to an inflation index, such as the Consumer Price Index (CPI).
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Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Frequent Trading Risk.
The portfolio manager may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Europe.
The Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. Most developed countries in Western Europe are members of the European Union
(EU), and many are also members of the European Economic and Monetary Union (EMU). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU
membership are required to comply. In addition, the private and public sectors’ debt problems of a single EU country can pose significant economic risks to the EU as a whole. Unemployment in Europe has
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(continued)
historically been higher than in the United
States and public deficits are an ongoing concern in many European countries. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may
cause the Fund to underperform other funds that do not focus their investments in this region of the world.
Inflation-Protected Securities Risk.
Inflation-protected debt securities tend to react to changes in real interest rates. Real interest rates can be described as nominal interest rates minus the expected impact of inflation. In general, the price of an
inflation-protected debt security falls when real interest rates rise, and rises when real interest rates fall. Interest payments on inflation-protected debt securities will vary as the principal and/or interest is adjusted for inflation and may be
more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such investments. Income earned by a shareholder depends on the amount of principal invested, and that principal will not grow with
inflation unless the shareholder reinvests the portion of Fund distributions that comes from inflation adjustments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be
advantageous to do so to satisfy its obligations or to meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain large
investment exposures in return for meeting relatively small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as derivatives,
the Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may
also exaggerate the Fund's volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments
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(continued)
purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the
over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a
similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise
prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may
later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price
of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of,
for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline
of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio manager may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio manager may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
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Global Inflation-Protected Securities Fund
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With respect to sovereign debt of emerging market issuers,
investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment of principal and interest
on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment of debt-holders.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with BlackRock is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
BlackRock, which has served as Subadviser to the Fund since
October 2012, is located at 55 East 52nd Street, New York, NY 10055. BlackRock, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management.
Portfolio Manager
Information about the portfolio manager primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio manager, including information relating to compensation, other accounts managed by the portfolio manager, and ownership by the
portfolio manager of Fund shares.
Subadviser:
BlackRock Financial Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Martin
Hegarty
|
|
Managing
Director, Portfolio Manager, Co-Head of Inflation-Linked Portfolios of BlackRock
|
|
Manager
|
|
2012
|
Mr. Hegarty
joined BlackRock in 2010. Mr. Hegarty has served as Managing Director of BlackRock, Inc. since 2010 and Co-head of BlackRock’s Global Inflation-Linked Portfolios since 2010. Mr. Hegarty began his investment career
in 1997 and earned a B.S. with honors from Rhodes University, South Africa.
Columbia Variable Portfolio Funds
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®
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Core Equity
Fund
Investment Objective
VP – MFS
®
Blended Research
®
Core Equity Fund (the Fund)
seeks to provide shareholders with long-term capital growth. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (plus the amount of any borrowings for investment purposes) are invested in equity securities. Equity securities include, for example, common stock, preferred stock, convertible securities and real estate investment trusts
(REITs). The Fund may invest in companies that are believed to have above average earnings growth potential compared to other companies (growth companies), in companies that are believed to be undervalued compared to their perceived worth (value
companies), or in a combination of growth and value companies. Although the Fund may invest in companies of any size, the Fund primarily invests in companies with capitalizations of at least $5 billion at the time of the Fund’s
investment.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by
foreign companies. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the information technology and technology-related sectors.
The subadviser uses fundamental analysis and quantitative
models in buying and selling investments for the Fund.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Massachusetts Financial Services Company (MFS or the Subadviser), which provides day-to-day
portfolio management to the Fund.
The Subadviser’s approach to buying
and selling investments for the Fund is primarily based on blending bottom-up fundamental and bottom-up quantitative research. The Subadviser uses fundamental analysis of individual issuers and their potential in light of their financial condition
and market, economic, political, and regulatory conditions to determine a fundamental rating for an issuer. Factors considered may include analysis of an issuer’s earnings, cash flows, competitive position, and management ability. The
Subadviser uses quantitative analysis, including quantitative models that systematically evaluate an issuer’s valuation, price and earnings momentum, earnings quality, and other factors to determine a quantitative rating for an issuer. When
MFS quantitative research is available but MFS fundamental research is not available, the Subadviser considers the issuer to have a neutral fundamental rating. The Subadviser constructs the portfolio by considering the blended rating from combining
the fundamental rating and the quantitative rating, issuer, industry and sector weightings, market capitalization, measures of expected volatility and other factors. MFS’ goal is to construct an actively managed portfolio with a target
predicted tracking error of approximately 2% compared to an index that represents the Fund’s investment universe. Tracking error generally measures how the differences between the Fund’s monthly returns and the index’s monthly
returns have varied over a specified time period. A lower tracking error means that there is generally less variation between the Fund’s returns compared to an index that represents the Fund’s investment universe. The Subadviser monitors
individual issuers for changes in the factors and ratings above, which may trigger a decision to sell a security, but does not require a decision to do so.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
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Core Equity Fund
(continued)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after
holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets
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®
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(continued)
denominated in currencies other than the U.S. dollar. Currency rates in
foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The
Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Investment Strategy Risk.
There is no assurance that the Fund will meet its target predicted tracking error over the long term or for any year or period of years, or that the Fund’s predicted tracking error and actual tracking error will be
similar. The Fund's strategy to target a predicted tracking error of approximately 2% compared to an index that represents the Fund’s investment universe and to blend fundamental and quantitative research may not produce the intended results.
In addition, fundamental research is not available for all issuers.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf
of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these
methodologies will enable the Fund to achieve its objective.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes
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in interest rates or property values. REITs are entities that either own
properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the underlying properties owned by the REIT,
changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or regulatory matters affecting the real estate
industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be subject to more abrupt or erratic price
movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially mortgage REITs) are affected by risks
similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology and technology-related sectors.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established
companies (larger companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited
financial resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and
mid-cap companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited
trading volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community,
which can lower the demand for their stocks.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
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®
Core Equity Fund
(continued)
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the investment subadvisory agreement with MFS is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The date the Subadviser began serving the Fund is set forth
under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods prior to
the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
MFS, which has served as Subadviser to the Fund since May
2016, is located at 111 Huntington Avenue, Boston, MA 02199. MFS, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information, under a
Subadvisory Agreement with Columbia Management. MFS is a subsidiary of Sun Life of Canada (U.S.) Financial Services Holdings, Inc., which in turn is an indirect majority-owned subsidiary of Sun Life Financial Inc. (a diversified financial services
company).
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Massachusetts Financial Services Company
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Matt
Krummell, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Lead
manager
|
|
2016
|
Jim
Fallon
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Jonathan
Sage, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Jed
Stocks, CFA
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2016
|
Mr. Krummell
has been employed in the investment area of MFS since 2001. Mr. Krummell earned a B.A. from the University of California, Berkeley and an M.B.A. from the University of Chicago.
Mr. Fallon
has been employed
in the investment area of MFS since 1999. Mr. Fallon earned a B.A. from the University of New Hampshire and an M.B.A. from Boston University.
Mr. Sage
has been employed in
the investment area of MFS since 2000. Mr. Sage earned a B.A. from Tufts University and an M.S. and M.B.A. from Boston College.
Mr. Stocks
has been employed
in the investment area of MFS since 2001. Mr. Stocks earned a B.S. from Lehigh University.
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More Information About VP – Partners Small
Cap Value Fund
Investment Objective
VP – Partners Small Cap Value Fund (the Fund) seeks
to provide shareholders with long-term capital appreciation.
Only
shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80%
of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in small cap companies. For these purposes, small cap companies are those that have a market capitalization, at the time of investment, that
falls within the range of the Russell 2000
®
Value Index (the Index) or up to $2.5 billion, whichever is greater. The Fund may buy and hold stock in
a company that is not included in the Index. The market capitalization range of the companies included within the Index was $32.5 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the
Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the
company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. The Fund may invest in any type of security,
including common stocks and depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector and the industrials sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadvisers: Denver Investment Advisors LLC (Denver Investments), Jacobs Levy Equity Management, Inc. (Jacobs
Levy), Nuveen Asset Management, LLC (Nuveen Asset Management) and Segall Bryant & Hamill, LLC (SBH) (Denver Investments, Jacobs Levy, Nuveen Asset Management and SBH each a Subadviser and collectively, the Subadvisers). The Subadvisers provide
day-to-day portfolio management to the Fund. The Investment Manager, subject to the oversight of the Fund’s Board of Trustees, decides the proportion of the Fund’s assets to be managed by each Subadviser, and may change these proportions
at any time. Each Subadviser acts independently of any other Subadviser and uses its own methodology for selecting investments. Each of the Subadvisers employs an active investment strategy that focuses on small cap companies in an attempt to take
advantage of what are believed to be undervalued securities. One or more of the Fund’s subadvisers uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s portfolio.
Denver Investments
Denver Investments’ investment strategy is based on
three factors: 1) positive free cash flow and an attractive valuation relative to free cash flow; 2) effective use by management of free cash flow; and 3) a dividend-paying emphasis. Free cash flow is the cash available for the company to create
value for shareholders after payment of all cash expenses, taxes and maintenance capital investments. The style employs a quantitative screen to identify opportunities in the investment universe; however, the process emphasizes independent
fundamental research and modeling to analyze securities.
The initial universe consists of dividend-paying public
companies within the market capitalization range of the Index. Denver Investments screens this universe with a proprietary, sector-based multi-factor screen. The screen aims to identify stocks that are not only inexpensive, but also have
fundamentals (revenues, margins, and asset turnover) that are showing early signs of improvement. The most attractively ranked stocks are candidates for fundamental analysis. Denver Investments uses independent fundamental research to identify
companies where it believes the early fundamental improvement in free cash flow is sustainable and not yet recognized by the market. In general, stocks with more potential upside based on the estimated intrinsic value are given higher weight.
There are four reasons Denver Investments will sell a
stock:
■
|
Estimate of intrinsic value
is reached;
|
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
■
|
Changes in fundamentals
violate original investment thesis;
|
■
|
More attractive investment
ideas are developed; and/or
|
■
|
Stock appreciates out of our
market-cap parameters.
|
Jacobs Levy
Jacobs Levy invests in small cap value stocks for the Fund
using a dynamic, multidimensional investment process that combines human insight and intuition, finance and behavioral theory, and quantitative and statistical methods. Jacobs Levy’s security evaluation process focuses on the modeling of a
large number of stocks and proprietary factors, using financial statements, security analyst forecasts, corporate management signals, economic releases, and security prices. This investment approach is intended to promote diversification across
securities, industries, and sectors, while managing for known risk exposures relative to the underlying benchmark. The range of models is designed to allow the portfolio to be diversified across exposures to numerous potential opportunities. Jacobs
Levy generally considers selling a stock when it determines that it no longer satisfies its investment criteria.
Nuveen Asset Management
In selecting stocks, Nuveen Asset Management invests in
companies that it believes meet at least two of the following criteria:
■
|
Undervalued relative to
other companies in the same industry or market;
|
■
|
Good or improving
fundamentals; and
|
■
|
An identifiable catalyst
that could close the gap between market value and fair value over the next one to two years.
|
Nuveen Asset Management will generally sell a stock if the
stock hits its price target, the company’s fundamentals or competitive position significantly deteriorate, or if a better alternative exists in the marketplace.
SBH
SBH’s investment process is driven by a combination of
quantitative analysis, fundamental analysis and experienced judgment. SBH seeks to exploit the relatively inefficient small cap market by investing in companies the stocks of which SBH believes are trading below SBH’s estimate of their
intrinsic values. SBH utilizes several databases to screen approximately 4,000 potential value-oriented investments based on predetermined guidelines such as market capitalization and attractive relative valuation. In evaluating potential
investments, SBH concentrates primarily on the companies’ cash flow capability over time. SBH uses a database model to evaluate market expectations of returns and cash flows, and seeks to identify stocks the prices of which SBH believes
reflect low expectations by the market for the next two to five years. SBH then evaluates the validity of the market’s perceived expectations, ultimately trying to identify companies that will exceed these expectations, through analysis which
includes speaking and/or meeting with a company’s management team.
SBH generally will sell a security when one or more of the
following occurs: (1) SBH’s estimate of full valuation is realized; (2) a position in a company within SBH’s allocated portion becomes over-weighted due to appreciation; (3) a more attractive stock is identified (in which case the least
attractive stock in the portfolio is sold); (4) there is change in a company’s underlying fundamentals; or (5) the Fund requires cash to meet redemption requests.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf
of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these
methodologies will enable the Fund to achieve its objective.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector and the industrials sector. Companies in
the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the
more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
Small Company Securities Risk.
Securities of small-capitalization companies (small-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger-capitalization companies (larger companies) but may also have more risk. For
example, small-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Small-cap companies are also more
likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small-cap companies may trade less frequently and in smaller volumes and may be less liquid and
fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be
prolonged and result in Fund investment losses. In addition, some small-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreements with Denver Investments and SBH is available in the Fund’s semiannual report to shareholders for the fiscal period ended
June 30, 2016. A discussion regarding the basis for the Board’s approval of the adoption of the investment subadvisory agreements with Jacobs Levy and Nuveen Asset Management will be available in the Fund’s semiannual report to
shareholders for the fiscal period ending June 30, 2017.
The date the Subadvisers began serving the Fund is set forth
under
Subadvisers
below. Any performance of the Fund prior to the date the Subadvisers began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods prior
to the Subadvisers’ management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadvisers
Denver Investments, which has served as Subadviser to the Fund
since July 2007, is located at 370 17th Street, Suite 5000, Denver, Colorado. Denver Investments, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio, as well as
investment research and statistical information under a Subadvisory Agreement with Columbia Management. The research analysts/portfolio managers on the Small-Cap Value team listed below are responsible for the day-to-day management of the portion of
the Fund allocated to Denver Investments. These individuals are further supported by dedicated research analysts who all may recommend purchase and sell decisions for the Fund. Every new investment is presented to the Small-Cap Value team, which
reviews investment ideas to determine whether that potential investment is attractive and compatible with the Fund’s investment objective. The Small-Cap Value team typically seeks to reach consensus on all investment decisions.
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
Jacobs Levy, which has served as Subadviser
to the Fund since May 2017, is located at 100 Campus Drive, 2
nd
Floor West, Florham Park, New Jersey 07932. Jacobs Levy, subject to the supervision of
Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio under a Subadvisory Agreement with Columbia Management.
Nuveen Asset Management, which has served as Subadviser to the
Fund since May 2017, is located at 333 West Wacker Drive, Chicago, Illinois 60606. Nuveen Asset Management, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio, as well as
investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
SBH, which has served as Subadviser to the Fund since August
2014, is located at 540 West Madison Street, Suite 1900, Chicago, IL 60661-2551. SBH, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio, as well as investment research
and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Denver
Investment
Advisors
LLC (Denver Investments)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Derek
Anguilm, CFA
|
|
Partner,
Co-Director of Value Research, Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Troy
Dayton, CFA
|
|
Partner,
Co-Director of Value Research and Portfolio Manager of Denver Investments
|
|
Co-manager
|
|
2007
|
Mark
Adelmann, CFA, CPA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Lisa
Ramirez, CFA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2007
|
Alex
Ruehle, CFA
|
|
Partner,
Portfolio Manager and Analyst of Denver Investments
|
|
Co-manager
|
|
2015
|
Mr. Anguilm
joined Denver Investments in 2000. Mr.
Anguilm began his investment career in 1999 and earned a B.S. in Finance at Metropolitan State College of Denver.
Mr. Dayton
joined Denver
Investments in 2002. Mr.
Dayton began his investment career in 1996 and earned a B.S. from Colorado State University.
Mr. Adelmann
joined Denver
Investments in 1995. Mr.
Adelmann began his investment career in 1979 and earned a B.S. from Oral Roberts University.
Ms. Ramirez
joined Denver
Investments in 1993. Ms. Ramirez began her investment career in 1997 and earned a B.S. from the University of Colorado at Denver and an M.B.A. from Regis University.
Mr. Ruehle
joined Denver
Investments in 2008. Mr. Ruehle began his investment career in 2008 and earned a B.S. and an M.B.A. from the University of Denver.
Subadviser:
Jacobs Levy Equity Management, Inc. (Jacobs Levy)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Bruce
I. Jacobs, Ph.D.
|
|
Co-Chief
Investment Officer, Portfolio Manager and Co-Director of Research of Jacobs Levy
|
|
Co-manager
|
|
May 2017
|
Kenneth
N. Levy, CFA
|
|
Co-Chief
Investment Officer, Portfolio Manager and Co-Director of Research of Jacobs Levy
|
|
Co-manager
|
|
May
2017
|
Columbia Variable Portfolio Funds
More Information About VP – Partners Small
Cap Value Fund
(continued)
Dr. Jacobs
is a Principal and Co-Founder of Jacobs Levy,
which was established in 1986. Dr.
Jacobs began his investment career in 1982 and
earned a B.A. from Columbia College, an M.S. from Columbia University,
an M.S.I.A. from Carnegie Mellon University, and an M.A. and a Ph.D. from the University of Pennsylvania’s Wharton
School.
Mr. Levy
is a Principal and Co-Founder of Jacobs Levy, which was established in 1986. Mr.
Levy began his investment career in 1982 and earned a B.A. from Cornell University and an M.B.A. and an M.A. from the
University of Pennsylvania’s Wharton School.
Subadviser:
Nuveen Asset
Management, LLC (Nuveen Asset Management)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Karen
L. Bowie, CFA
|
|
Senior
Vice President and Portfolio Manager of Nuveen Asset Management
|
|
Co-manager
|
|
May
2017
|
Ms. Bowie
joined Nuveen Asset Management in 2011 in connection with Nuveen Asset Management’s acquisition of a portion of the asset management business of FAF Advisors, Inc. Prior to joining Nuveen Asset Management,
Ms.
Bowie served as an equity portfolio manager at FAF Advisors, Inc. since 1999. Ms. Bowie began her investment career in 1984 and earned a B.S.B.A.
and an M.B.A.
from Xavier University and a J.D. from the Salmon P. Chase College of Law.
Subadviser:
Segall Bryant
& Hamill, LLC (SBH)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Mark
Dickherber, CFA, CPA
|
|
Senior
Portfolio Manager and Senior Research Analyst of SBH
|
|
Co-manager
|
|
2014
|
Shaun
Nicholson
|
|
Senior
Equity Analyst and Associate Portfolio Manager of SBH
|
|
Co-manager
|
|
2014
|
Mr. Dickherber
joined SBH in 2007. Mr. Dickherber began his investment career in 1996 and earned a B.S. from the University of Missouri – St. Louis.
Mr. Nicholson
joined SBH in
2011. Prior to 2011, Mr. Nicholson was associated with Kennedy Capital Management for over six years. Mr. Nicholson began his investment career in 2002 and earned a B.S. from Seton Hall University and an M.B.A. from the University of Missouri
– St. Louis.
Columbia Variable Portfolio Funds
More Information About VP – Victory
Sycamore Established Value Fund
Investment Objective
VP – Victory Sycamore Established Value Fund (the
Fund) seeks to provide shareholders with long-term growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of mid-capitalization companies. For these purposes, the Fund considers mid-cap companies to be those whose market capitalization
falls within the range of the Russell Midcap Value Index (the Index). The market capitalization range of the companies included within the Index was $203.0 million to $38.8 billion as of March 31, 2017. The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. The Fund may
invest in American Depository Receipts (ADRs). Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. The Fund may from time to time emphasize one or more sectors
in selecting its investments, including the financial services sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Victory Capital Management Inc. (Victory Capital or the Subadviser), which provides day-to-day
portfolio management to the Fund.
The Fund invests in
companies that are expected to benefit from either macroeconomic or company-specific factors, and that are attractively priced relative to their fundamentals.
The Fund invests in companies that Victory
Capital believes to be of high quality based on criteria such as market share position, profitability, balance sheet strength, competitive advantages, management competence and the ability to generate excess cash flow. Victory Capital uses a
bottom-up investment process in conducting fundamental analysis to identify companies trading below Victory Capital’s assessment of intrinsic value that have sustainable returns and prospects for an inflection in business fundamentals that
will enable the stock price to be revalued higher.
Victory Capital may sell a security if it believes the price
objective for the stock has been reached, if more attractive opportunities are identified, or if the fundamentals of the company deteriorate.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example,
Columbia Variable Portfolio Funds
More Information About VP – Victory
Sycamore Established Value Fund
(continued)
military confrontations, war and terrorism,
occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in
the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Mid-Cap Company Securities Risk.
Securities of mid-capitalization companies (mid-cap companies) can, in certain circumstances, have more risk than securities of larger capitalization companies (larger companies). For example, mid-cap companies may be
more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Mid-cap companies are also more likely than larger companies to have
more limited product lines and operating histories and to depend on smaller management teams. Securities of mid-cap companies may trade less frequently and in smaller
Columbia Variable Portfolio Funds
More Information About VP – Victory
Sycamore Established Value Fund
(continued)
volumes and may fluctuate more sharply in value than securities of larger
companies. When the Fund takes significant positions in mid-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be difficult and result in Fund investment losses. In addition,
some mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes
the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform
as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Victory Capital is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30,
2016.
The date the Subadviser began serving the
Fund is set forth under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate
for periods prior to the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
Victory Capital, which has served as Subadviser to the Fund
since November 2012, is located at 4900 Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144. Victory Capital, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research
and statistical information, under a Subadvisory Agreement with Columbia Management. Victory Capital is a multi-boutique asset manager comprised of
Columbia Variable Portfolio Funds
More Information About VP – Victory
Sycamore Established Value Fund
(continued)
multiple investment teams, referred to as investment franchises, each of
which utilizes an independent approach to investing. Sycamore Capital is the investment franchise responsible for management of the Fund. The portfolio managers listed below are members of Victory Capital’s Sycamore Capital investment
franchise.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Victory Capital Management Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Gary
Miller
|
|
Chief
Investment Officer of Victory Capital’s Sycamore Capital
|
|
Lead
Manager
|
|
2012
|
Jeffrey
Graff, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Gregory
Conners
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
James
Albers, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Michael
Rodarte, CFA
|
|
Co-Portfolio
Manager of Victory Capital’s Sycamore Capital
|
|
Co-manager
|
|
2012
|
Mr. Miller
has been associated with Victory Capital since 1987. Mr. Miller is Chief Investment Officer of Sycamore Capital. Mr. Miller began his investment career in 1987 and earned a B.B.A. from the University of Cincinnati and
an M.B.A. from Xavier University.
Mr. Graff
has been associated with Victory Capital since 2001. Mr. Graff began his investment career in 1994 and earned a B.B.A. from Cleveland State University and a M.A. from St. Louis University.
Mr. Conners
has been
associated with Victory Capital since 1999. Mr. Conners began his investment career in 1994 and earned a B.S. from the College of Mount St. Joseph and an M.B.A. from Xavier University.
Mr. Albers
has been associated
with Victory Capital since 2005. Mr. Albers began his investment career in 1997 and earned a B.S. and a M.S. from the University of Wisconsin.
Mr. Rodarte
has been
associated with Victory Capital since 2006. Mr. Rodarte began his investment career in 2006 and earned a B.B.A. from Ohio University.
Columbia Variable Portfolio Funds
More Information About the Funds
References to “the Fund”
throughout the remainder of the prospectus refer to the VP Funds singularly or collectively as the context requires.
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
For VP - Government Money Market Fund
, the Fund may invest up to 0.5% of its total assets in investments other than government securities, cash and repurchase agreements collateralized solely by government securities or cash.
For each of the
other funds
, the Fund may hold investments that are not part of its principal investment strategies. These investments and their risks are described below and/or in the SAI. The Fund may choose not to invest in
certain securities described in this prospectus and in the SAI, although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us.
Portfolio holdings are not currently available on the website for all Funds.
Transactions in Derivatives
For all funds except Columbia VP - Government Money Market
Fund
The Fund may enter into derivative transactions or
otherwise have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets
(such as a commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying
Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds, because the affiliated products
may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its fixed costs would be spread over
a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales of Underlying Fund shares.
Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying Funds may experience
increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of time in order to
manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption activity), for shares
of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate positions more rapidly than
would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or more liquid) positions,
leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business, within seven days, at
approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The Investment Manager or its
affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Investing in Money Market Funds
For all funds except Columbia VP - Government Money Market
Fund
The Fund may invest cash in, or hold as collateral
for certain investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or
any other government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
For all funds except Columbia VP - Government Money Market
Fund
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
For Columbia VP - Government Money Market Fund
The Fund may from time to time take temporary defensive
investment positions that are inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions. These investment positions may include, without limitation,
holding all or a substantial portion of its assets in cash for as long a period as deemed necessary. The Fund may not achieve its investment objective while it is investing defensively. Investing defensively may adversely affect Fund
performance.
For all funds except Columbia VP -
Government Money Market Fund
Other Strategic and
Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI. Portfolio holdings are not currently available on the website for all Funds.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
For all funds except Columbia VP - Government Money Market
Fund and Columbia VP - Large Cap Index Fund
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year, may vary by share class and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratios reflect the Fund’s fee arrangements
as of the date of this prospectus and, unless indicated otherwise, are based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund Operating Expenses
table, no adjustments have been or will be made to the expense ratios to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year
and the date of this prospectus or a later date. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be higher than the expense ratios presented in the
Annual Fund Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit the impact of any
increase in the Fund’s expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii)
distribution and/or service fees, and (iii) other expenses. Management fees do not vary by class, but distribution and/or service fees and other expenses may vary by class.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Fee
Waiver/Expense Reimbursement Arrangements and Impact on Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that the
Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
|
Class
1
|
Class
2
|
Class
3
|
Columbia
VP - Balanced Fund
|
0.75%
|
1.00%
|
0.875%
|
Columbia
VP - Disciplined Core Fund
|
0.75%
|
1.00%
|
0.875%
|
Columbia
VP - Emerging Markets Fund
|
1.28%
|
1.53%
|
1.405%
|
Columbia
VP - Global Bond Fund
|
0.67%
|
0.92%
|
0.795%
|
Columbia
VP - Government Money Market Fund
|
0.45%
|
0.70%
|
0.575%
|
Columbia
VP - High Yield Bond Fund
|
0.76%
|
1.01%
|
0.885%
|
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
|
Class
1
|
Class
2
|
Class
3
|
Columbia
VP - Income Opportunities Fund
|
0.76%
|
1.01%
|
0.885%
|
Columbia
VP - Mid Cap Growth Fund
|
0.73%
|
0.98%
|
0.855%
|
Columbia
VP - Mid Cap Value Fund
|
0.85%
|
1.10%
|
0.975%
|
Columbia
VP - Select Large-Cap Value Fund
|
0.76%
|
1.01%
|
0.885%
|
Columbia
VP - Select Smaller-Cap Value Fund
|
0.88%
|
1.13%
|
1.005%
|
Columbia
VP - U.S. Government Mortgage Fund
|
0.62%
|
0.87%
|
0.745%
|
VP
- BlackRock Global Inflation-Protected Securities Fund
|
0.61%
|
0.86%
|
0.735%
|
VP
- MFS
®
Blended Research
®
Core Equity Fund
|
0.75%
|
1.00%
|
0.875%
|
Under the agreement, the following
fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated
with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses
associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved
by the Fund’s Board. This agreement may be modified or amended only with approval from all parties.
Also, for
the funds
listed below,
the Investment Manager and certain of its affiliates have voluntarily agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below), so that the Fund’s
net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
|
Class
1
|
Class
2
|
Class
3
|
Columbia
VP - Dividend Opportunity Fund
|
0.76%
|
1.01%
|
0.885%
|
Columbia
VP - Intermediate Bond Fund
|
0.57%
|
0.82%
|
0.695%
|
Columbia
VP - Large Cap Growth Fund
|
0.78%
|
1.03%
|
0.905%
|
Columbia
VP - Large Cap Index Fund
|
0.33%
|
0.58%
|
0.455%
|
Columbia
VP - Select International Equity Fund
|
0.96%
|
1.21%
|
1.085%
|
VP
- Partners Small Cap Value Fund
|
0.93%
|
1.18%
|
1.055%
|
VP
- Victory Sycamore Established Value Fund
|
0.86%
|
1.11%
|
0.985%
|
Under the arrangement, the
following fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses
associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend
expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest and infrequent and/or unusual expenses. This arrangement may be revised or discontinued at any
time.
For
Columbia VP - Government Money Market Fund
, in addition to any other waiver/reimbursement arrangement, from time to time, the Investment Manager and/or its affiliates may waive fees and/or reimburse expenses of the Fund for the purpose of
allowing the Fund to avoid a negative net yield or to increase the Fund’s positive net yield. The Fund’s yield would be negative if Fund expenses exceed Fund income. Any such expense limitation is voluntary and may be revised or
terminated at any time without notice to shareholders and, accordingly, any positive net yield resulting therefrom will cease.
For
Columbia VP -
Intermediate Bond Fund
, the Investment Manager has voluntarily agreed to waive a portion of the management services fee on Fund assets that are invested in affiliated mutual funds, ETFs and closed-end funds that pay a management
services fee to the Investment Manager. This arrangement may be modified or terminated by the Investment Manager at any time.
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
Effect of Fee Waivers and/or Expense Reimbursements on Past
Performance.
The Fund’s returns shown in the
Performance Information
section of this prospectus reflect the
effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements, the Fund’s returns
might have been lower.
Primary Service
Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund. The Investment Manager is responsible for the investment management of the Fund, but has delegated certain of its duties, including day-to-day portfolio management of all or a portion
of certain Fund’s assets to one or more investment subadvisers, as described in this prospectus, including determining the securities and other investments the Fund should buy or sell and executing these portfolio transactions. The Investment
Manager may use the research and other capabilities of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the
general supervision of the Fund’s operations, the coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships.
The Fund pays the
Investment Manager a fee for its management services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1,
2016, the Fund paid the Investment Manager an advisory fee under an
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
investment management services agreement and
a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees paid to the Investment Manager by the Fund, including all advisory and administrative fees paid to the Investment
Manager during the period, amounted to the amount shown in the table below, as a percent of average daily net assets of the Fund, before any applicable reimbursements.
|
Management
fee for the fiscal year ended December 31, 2016
|
Columbia
VP - Balanced Fund
|
0.69%
|
Columbia
VP - Disciplined Core Fund
|
0.64%
|
Columbia
VP - Dividend Opportunity Fund
|
0.66%
|
Columbia
VP - Emerging Markets Fund
|
1.15%
|
Columbia
VP - Global Bond Fund
|
0.65%
|
Columbia
VP - Government Money Market Fund
|
0.39%
|
Columbia
VP - High Yield Bond Fund
|
0.65%
|
Columbia
VP - Income Opportunities Fund
|
0.65%
|
Columbia
VP - Intermediate Bond Fund
|
0.47%*
|
Columbia
VP - Large Cap Growth Fund
|
0.72%
|
Columbia
VP - Large Cap Index Fund
|
0.20%
|
Columbia
VP - Mid Cap Growth Fund
|
0.82%
|
Columbia
VP - Mid Cap Value Fund
|
0.82%
|
Columbia
VP - Select International Equity Fund
|
0.85%
|
Columbia
VP - Select Large-Cap Value Fund
|
0.75%
|
Columbia
VP - Select Smaller-Cap Value Fund
|
0.87%
|
Columbia
VP - U.S. Government Mortgage Fund
|
0.42%
|
VP
- BlackRock Global Inflation-Protected Securities Fund
|
0.51%
|
VP
- MFS
®
Blended Research
®
Core Equity Fund
|
0.72%
|
VP
- Partners Small Cap Value Fund
|
0.94%
|
VP
- Victory Sycamore Established Value Fund
|
0.80%
|
* Net of any fee waivers.
In February 2016, the Board approved a reduction in the
management fee rates payable to the Investment Manager by
VP – MFS
®
Blended Research
®
Core Equity Fund
. The new management fee, which became effective May 1, 2016, is equal to 0.770% of the Fund’s net assets on the first
$0.5 billion, gradually reducing to 0.570% as assets increase.
In June 2016, the Board approved a reduction in the management
fee rates payable to the Investment Manager by
VP – Partners Small Cap Value Fund
. The new management fee, which became effective July 1, 2016, is equal to 0.870% of the Fund’s net assets on the
first $0.5 billion, gradually reducing to 0.750% as assets increase.
In June 2016, the Board approved a reduction in the management
fee rates payable to the Investment Manager by
VP
–
Victory Sycamore Established Value Fund
. The new management fee, which
became effective July 1, 2016, is equal to 0.770% of the Fund’s net assets on the first $0.5 billion, gradually reducing to 0.570% as assets increase.
A discussion regarding the basis for the Board’s
approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other
services to Contract owners, Qualified Plan participants and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other
financial intermediaries.
Other Roles and
Relationships of Ameriprise Financial and its Affiliates — Certain Conflicts of Interest
The Investment Manager, Distributor and Transfer Agent, all
affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide other services to these funds and be compensated for
them.
The Investment Manager and its affiliates may
provide investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may
present actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
Columbia Variable Portfolio Funds
More Information About the Funds
(continued)
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 1, Class 2 and Class 3 shares.
|
Class
1 Shares
|
Class
2 Shares
|
Class
3 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or qualified pension and retirement
plans (Qualified Plans) or other eligible investors authorized by the Distributor.
|
Investment
Limits
|
none
|
none
|
none
|
Conversion
Features
|
none
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
none
|
0.25%
|
0.125%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract, qualified pension or retirement plan sponsors or the financial intermediary that employs your financial advisor. Financial intermediaries also include
broker-dealers and financial advisors as well as firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services
industry, including Ameriprise Financial and its affiliates.
Distribution and/or Service Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 and Class 3 shares. The
distribution fee for Class 2 shares is 0.25% and the distribution fee for Class 3 shares is 0.125%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling
shares of the Fund and/or providing services to investors. Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
(continued)
0.40% on an annual basis for payments based
on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment based on gross sales of the Columbia Funds attributable to the financial
intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when dealing with certain financial
intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time.
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
(continued)
Shareholder Information
Each share class has its own cost structure and other
features. Your product may not offer every share class. The Fund encourages you to consult with a financial advisor who can help you with your investment decisions and for more information about the share classes offered by the Fund and available
under your product. Shares of the Fund are generally available for purchase only by participating insurance companies in connection with Contracts and Qualified Plan sponsors.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners or participants in a Qualified Plan. When you sell your shares through your Contract or Qualified Plan, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or
payment postponed whenever permitted by applicable laws and regulations.
Depending on the context, references to “you” or
“your” herein refer either to the holder of a Contract, participant in a Qualified Plan or qualified institutional investor who may select Fund shares to fund his or her investment in the Contract or Qualified Plan or to the
participating insurance company as the holder of Fund shares through one or more separate accounts or the Qualified Plan.
Potential Conflicts of Interest – Mixed and Shared
Funding
The Fund is available for purchase only through
Contracts offered by participating insurance companies, Qualified Plans and other qualified institutional investors authorized by the Distributor. Due to differences in tax treatment and other considerations, the interests of various Contract
owners, and the interests of Qualified Plan participants, if any, may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to
monitor events to identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required
to withdraw its investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company or Qualified Plan sponsor are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating
insurance company or Qualified Plan sponsor, before the end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An
order is in “good form” if the Transfer Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the
time you submit your order and the time the Fund next calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract or Qualified Plan. Any charges that apply to your Contract or Qualified Plan, and any charges that apply to separate accounts of participating insurance companies or Qualified Plans that
may own shares directly, are described in your separate Contract prospectus or Qualified Plan disclosure documents.
You may transfer all or part of your investment in the Fund to
one or more of the other investment options available under your Contract or Qualified Plan. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or withdrawal request
is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus or Qualified Plan
disclosure documents, as applicable, for more information about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
(continued)
for purchase. Pursuant to Rule 22c-2,
financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been
identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Columbia Variable Portfolio Funds
About Fund Shares and Transactions
(continued)
Some financial intermediaries apply their
own restrictions or policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these
and other reasons, it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Excessive Trading Practices Policy of Columbia VP - Government
Money Market Fund
A money market fund is designed to
offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia VP - Government Money Market
Fund shares. However, since frequent purchases and sales of Columbia VP - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the returns to long-term shareholders by increasing costs
(such as spreads paid to dealers who trade money market instruments with Columbia VP - Government Money Market Fund) and disrupting portfolio management strategies, Columbia VP - Government Money Market Fund reserves the right, but has no
obligation, to reject any purchase or transfer transaction at any time. Columbia VP - Government Money Market Fund has no limits on purchase or transfer transactions. In addition, Columbia VP - Government Money Market Fund reserves the
right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Columbia Variable Portfolio Funds
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual fund can also have
capital gains if the value of its investments increases.
|
Each of Columbia VP – Emerging Markets Fund, Columbia VP
– Global Bond Fund, Columbia VP – Government Money Market Fund, Columbia VP – High Yield Bond Fund, Columbia VP – Income Opportunities Fund, Columbia VP – Intermediate Bond Fund, Columbia VP – Select International
Equity Fund, Columbia VP – U.S. Government Mortgage Fund and VP – BlackRock Global Inflation-Protected Securities Fund (the RIC Funds) intend to qualify each year as a regulated investment company. For the RIC Funds, while a fund
continues to hold an investment, any gain is generally unrealized. If the fund sells an investment, it generally will realize a capital gain if it sells that investment for a higher price than its adjusted cost basis, and will generally realize a
capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains and losses are either short-term or long-term, depending on whether the fund holds the securities for one year or less (short-term) or more than
one year (long-term).
Mutual funds treated as
regulated investment companies for tax purposes are required to make payments of fund earnings to shareholders, distributing them among all shareholders of the fund.
Each of Columbia VP – Balanced Fund, Columbia VP –
Disciplined Core Fund, Columbia VP – Dividend Opportunity Fund, Columbia VP – Large Cap Growth Fund, Columbia VP – Large Cap Index Fund, Columbia VP – Mid Cap Growth Fund, Columbia VP – Mid Cap Value Fund, Columbia VP
– Select Large-Cap Value Fund, Columbia VP – Select Smaller-Cap Value Fund, VP – MFS
®
Blended Research
®
Core Equity Fund, VP – Partners Small Cap Value Fund and VP – Victory Sycamore Established Value Fund (the Partnership Funds) expects to
be treated as a partnership for tax purposes. Each Partnership Fund is not required to and does not expect to make regular distributions to its shareholders (other than in redemption of Fund shares), but may do so in the sole discretion of the
Fund’s Board of Trustees (or its delegates).
Each RIC Fund may make payments of fund
earnings to shareholders, distributing them among all shareholders of the fund. As a shareholder, you are entitled to your portion of a fund's distributed income, including capital gains. Reinvesting your distributions buys you more shares of a fund
— which lets you take advantage of the potential for compound growth. Putting the money you earn back into your investment means it, in turn, may earn even more money (or be exposed to additional losses, if the Fund earns a negative return).
Over time, the power of compounding has the potential to significantly increase the value of your investment. There is no assurance, however, that you'll earn more money if you reinvest your distributions rather than receive them in cash.
Each RIC Fund intends to pay out, in the form of
distributions to shareholders, a sufficient amount of its income and gains so that the Fund will qualify for treatment as a regulated investment company and generally will not have to pay any federal excise tax. The Fund generally intends to
distribute any net realized capital gain (whether long-term or short-term gain) at least once a year. Normally, the Fund will declare and pay distributions of net investment income according to the following schedule:
|
Declarations
|
Distributions
|
Columbia
VP – Emerging Markets Fund
|
Quarterly
|
Quarterly
|
Columbia
VP – Global Bond Fund
|
Quarterly
|
Quarterly
|
Columbia
VP – Government Money Market Fund
|
Daily
|
Quarterly
|
Columbia
VP – High Yield Bond Fund
|
Annually
|
Annually
|
Columbia
VP – Income Opportunities Fund
|
Annually
|
Annually
|
Columbia
VP – Intermediate Bond Fund
|
Annually
|
Annually
|
Columbia
VP – Select International Equity Fund
|
Quarterly
|
Quarterly
|
Columbia
VP – U.S. Government Mortgage Fund
|
Annually
|
Annually
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
Annually
|
Annually
|
Columbia Variable Portfolio Funds
Distributions and Taxes
(continued)
The RIC Funds may, however, declare or pay distributions of
net investment income more frequently. Different share classes of the Fund usually pay different net investment income distribution amounts, because each class has different expenses. Each time a distribution is made, the net asset value per share
of the share class is reduced by the amount of the distribution. Each RIC Fund will automatically reinvest distributions in additional shares of the same share class of the Fund unless you inform us you want to receive your distributions to be paid
in cash.
Taxes and Your Investment
Each Partnership Fund expects to be treated as a partnership
that is not a “publicly traded partnership” for U.S. federal income tax purposes. If a Partnership Fund were not to qualify for such treatment, the Fund could be subject to U.S. federal income tax at the Fund level, which would reduce
the value of an investment in the Fund.
As a partnership
that is not a “publicly traded partnership,” each Partnership Fund is not itself subject to U.S. federal income tax. Instead, each shareholder will be required to take into account for U.S. federal income tax purposes its allocable share
of the Partnership Fund’s income, gains, losses, deductions, credits, and other tax items, without regard to whether such shareholder has received or will receive corresponding distributions from the Fund.
Each RIC Fund intends to qualify and be eligible for treatment
each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund’s failure to qualify and
be eligible for treatment as a regulated investment company would result in fund level taxation, and consequently, a reduction in income available for distribution to you.
Shares of the Funds are only offered to separate accounts of
participating insurance companies, Qualified Plans, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies
to satisfy the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through
which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes allocations or distributions to the separate account and/or you change your
investment options under the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately
diversified.” The Fund intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements
because its investments are not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to
have an impermissible level of control over the investments underlying their Contracts, or, for Partnership Funds, if the Fund does not qualify for treatment as a partnership that is not a “publicly traded partnership.”
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Balanced Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
(a)
|
Per
share data
|
|
|
|
Net
asset value, beginning of period
|
$22.00
|
$21.59
|
$20.62
|
Income
from investment operations:
|
|
|
|
Net
investment income
|
0.33
|
0.59
(b)
|
0.12
|
Net
realized and unrealized gain (loss)
|
1.13
|
(0.18)
|
0.85
|
Total
from investment operations
|
1.46
|
0.41
|
0.97
|
Net
asset value, end of period
|
$23.46
|
$22.00
|
$21.59
|
Total
return
|
6.64%
|
1.90%
|
4.71%
|
Ratios
to average net assets
(c)
|
|
|
|
Total
gross expenses
|
0.79%
|
0.76%
|
0.78%
(d)
|
Total
net expenses
(e)
|
0.79%
|
0.76%
|
0.78%
(d)
|
Net
investment income
|
1.40%
|
2.69%
|
1.04%
(d)
|
Supplemental
data
|
|
|
|
Net
assets, end of period (in thousands)
|
$3
|
$3
|
$3
|
Portfolio
turnover
|
65%
|
89%
|
94%
|
Notes to Financial Highlights
(a)
|
Based on operations from June
25, 2014 (commencement of operations) through the stated period end.
|
(b)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.33 per share.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Annualized.
|
(e)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Balanced Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
(a)
|
Per
share data
|
|
|
|
Net
asset value, beginning of period
|
$21.91
|
$21.56
|
$20.62
|
Income
from investment operations:
|
|
|
|
Net
investment income
|
0.27
|
0.53
(b)
|
0.09
|
Net
realized and unrealized gain (loss)
|
1.12
|
(0.18)
|
0.85
|
Total
from investment operations
|
1.39
|
0.35
|
0.94
|
Net
asset value, end of period
|
$23.30
|
$21.91
|
$21.56
|
Total
return
|
6.34%
|
1.62%
|
4.56%
|
Ratios
to average net assets
(c)
|
|
|
|
Total
gross expenses
|
1.04%
|
1.01%
|
1.03%
(d)
|
Total
net expenses
(e)
|
1.04%
|
1.01%
|
1.03%
(d)
|
Net
investment income
|
1.16%
|
2.43%
|
0.78%
(d)
|
Supplemental
data
|
|
|
|
Net
assets, end of period (in thousands)
|
$3
|
$3
|
$3
|
Portfolio
turnover
|
65%
|
89%
|
94%
|
Notes to Financial Highlights
(a)
|
Based on operations from June
25, 2014 (commencement of operations) through the stated period end.
|
(b)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.33 per share.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Balanced Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$22.01
|
$21.64
|
$19.65
|
$16.18
|
$14.16
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.29
|
0.55
(a)
|
0.21
|
0.19
|
0.24
|
Net
realized and unrealized gain (loss)
|
1.12
|
(0.18)
|
1.78
|
3.28
|
1.78
|
Total
from investment operations
|
1.41
|
0.37
|
1.99
|
3.47
|
2.02
|
Net
asset value, end of period
|
$23.42
|
$22.01
|
$21.64
|
$19.65
|
$16.18
|
Total
return
|
6.41%
|
1.71%
|
10.13%
|
21.45%
|
14.26%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.91%
|
0.94%
|
0.92%
|
0.93%
|
0.92%
|
Total
net expenses
(c)
|
0.91%
|
0.92%
|
0.92%
|
0.89%
|
0.80%
|
Net
investment income
|
1.27%
|
2.51%
|
1.02%
|
1.08%
|
1.57%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,059,420
|
$964,446
|
$972,972
|
$948,462
|
$847,579
|
Portfolio
turnover
|
65%
|
89%
|
94%
|
129%
|
127%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.33 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Disciplined Core
Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$36.19
|
$35.87
|
$31.09
|
$23.24
|
$20.38
|
Income
from investment operations:
|
Net
investment income
|
0.62
|
0.57
|
0.48
|
0.39
|
0.38
|
Net
realized and unrealized gain (loss)
|
2.30
|
(0.25)
|
4.30
|
7.46
|
2.48
|
Total
from investment operations
|
2.92
|
0.32
|
4.78
|
7.85
|
2.86
|
Net
asset value, end of period
|
$39.11
|
$36.19
|
$35.87
|
$31.09
|
$23.24
|
Total
return
|
8.07%
|
0.89%
|
15.38%
|
33.78%
|
14.03%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.71%
|
0.73%
|
0.74%
|
0.79%
|
0.80%
|
Total
net expenses
(b)
|
0.71%
|
0.73%
|
0.74%
|
0.79%
|
0.77%
|
Net
investment income
|
1.70%
|
1.58%
|
1.45%
|
1.37%
|
1.68%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$3,583,512
|
$2,941,017
|
$1,399,482
|
$618,147
|
$6
|
Portfolio
turnover
|
80%
|
78%
|
76%
|
69%
|
87%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Disciplined Core
Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$35.69
|
$35.47
|
$30.82
|
$23.09
|
$20.30
|
Income
from investment operations:
|
Net
investment income
|
0.52
|
0.47
|
0.38
|
0.33
|
0.34
|
Net
realized and unrealized gain (loss)
|
2.27
|
(0.25)
|
4.27
|
7.40
|
2.45
|
Total
from investment operations
|
2.79
|
0.22
|
4.65
|
7.73
|
2.79
|
Net
asset value, end of period
|
$38.48
|
$35.69
|
$35.47
|
$30.82
|
$23.09
|
Total
return
|
7.82%
|
0.62%
|
15.09%
|
33.48%
|
13.74%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.96%
|
0.98%
|
1.00%
|
1.04%
|
1.05%
|
Total
net expenses
(b)
|
0.96%
|
0.98%
|
1.00%
|
1.04%
|
1.04%
|
Net
investment income
|
1.45%
|
1.31%
|
1.17%
|
1.21%
|
1.51%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$18,402
|
$16,917
|
$9,531
|
$3,723
|
$1,101
|
Portfolio
turnover
|
80%
|
78%
|
76%
|
69%
|
87%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Disciplined Core
Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$35.92
|
$35.65
|
$30.94
|
$23.15
|
$20.33
|
Income
from investment operations:
|
Net
investment income
|
0.57
|
0.52
|
0.42
|
0.35
|
0.35
|
Net
realized and unrealized gain (loss)
|
2.28
|
(0.25)
|
4.29
|
7.44
|
2.47
|
Total
from investment operations
|
2.85
|
0.27
|
4.71
|
7.79
|
2.82
|
Net
asset value, end of period
|
$38.77
|
$35.92
|
$35.65
|
$30.94
|
$23.15
|
Total
return
|
7.94%
|
0.76%
|
15.22%
|
33.65%
|
13.87%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.83%
|
0.85%
|
0.87%
|
0.92%
|
0.93%
|
Total
net expenses
(b)
|
0.83%
|
0.85%
|
0.87%
|
0.92%
|
0.90%
|
Net
investment income
|
1.58%
|
1.44%
|
1.30%
|
1.31%
|
1.54%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,214,003
|
$1,280,983
|
$1,411,277
|
$1,404,866
|
$1,211,173
|
Portfolio
turnover
|
80%
|
78%
|
76%
|
69%
|
87%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Dividend Opportunity Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$19.46
|
$19.99
|
$18.16
|
$14.32
|
$12.55
|
Income
from investment operations:
|
Net
investment income
|
0.78
|
0.73
|
0.62
|
0.45
|
0.40
|
Net
realized and unrealized gain (loss)
|
1.88
|
(1.26)
|
1.21
|
3.39
|
1.37
|
Total
from investment operations
|
2.66
|
(0.53)
|
1.83
|
3.84
|
1.77
|
Net
asset value, end of period
|
$22.12
|
$19.46
|
$19.99
|
$18.16
|
$14.32
|
Total
return
|
13.67%
|
(2.65%)
|
10.08%
|
26.81%
|
14.10%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.74%
|
0.71%
|
0.69%
|
0.70%
|
0.69%
|
Total
net expenses
(b)
|
0.74%
|
0.71%
|
0.69%
|
0.70%
|
0.69%
|
Net
investment income
|
3.78%
|
3.65%
|
3.25%
|
2.71%
|
2.89%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$742,337
|
$657,752
|
$2,235,149
|
$2,198,787
|
$1,803,841
|
Portfolio
turnover
|
64%
|
93%
|
86%
|
71%
|
64%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Dividend Opportunity Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$19.17
|
$19.74
|
$17.98
|
$14.21
|
$12.48
|
Income
from investment operations:
|
Net
investment income
|
0.72
|
0.65
|
0.57
|
0.40
|
0.37
|
Net
realized and unrealized gain (loss)
|
1.85
|
(1.22)
|
1.19
|
3.37
|
1.36
|
Total
from investment operations
|
2.57
|
(0.57)
|
1.76
|
3.77
|
1.73
|
Net
asset value, end of period
|
$21.74
|
$19.17
|
$19.74
|
$17.98
|
$14.21
|
Total
return
|
13.41%
|
(2.89%)
|
9.79%
|
26.53%
|
13.86%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.99%
|
0.98%
|
0.94%
|
0.95%
|
0.94%
|
Total
net expenses
(b)
|
0.99%
|
0.98%
|
0.94%
|
0.95%
|
0.94%
|
Net
investment income
|
3.52%
|
3.33%
|
3.01%
|
2.46%
|
2.69%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$59,186
|
$46,304
|
$44,491
|
$33,741
|
$18,873
|
Portfolio
turnover
|
64%
|
93%
|
86%
|
71%
|
64%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Dividend Opportunity Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$19.31
|
$19.86
|
$18.07
|
$14.26
|
$12.51
|
Income
from investment operations:
|
Net
investment income
|
0.75
|
0.68
|
0.60
|
0.42
|
0.38
|
Net
realized and unrealized gain (loss)
|
1.86
|
(1.23)
|
1.19
|
3.39
|
1.37
|
Total
from investment operations
|
2.61
|
(0.55)
|
1.79
|
3.81
|
1.75
|
Net
asset value, end of period
|
$21.92
|
$19.31
|
$19.86
|
$18.07
|
$14.26
|
Total
return
|
13.52%
|
(2.77%)
|
9.91%
|
26.72%
|
13.99%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.87%
|
0.86%
|
0.81%
|
0.82%
|
0.82%
|
Total
net expenses
(b)
|
0.87%
|
0.86%
|
0.81%
|
0.82%
|
0.82%
|
Net
investment income
|
3.66%
|
3.45%
|
3.14%
|
2.58%
|
2.74%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$967,557
|
$982,852
|
$1,196,506
|
$1,262,372
|
$1,134,402
|
Portfolio
turnover
|
64%
|
93%
|
86%
|
71%
|
64%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Emerging Markets Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$13.61
|
$15.36
|
$15.81
|
$16.18
|
$13.82
|
Income
from investment operations:
|
Net
investment income
|
0.03
|
0.06
|
0.04
|
0.12
|
0.10
|
Net
realized and unrealized gain (loss)
|
0.67
|
(1.37)
|
(0.39)
|
(0.38)
|
2.67
|
Increase
from payment by affiliate
|
—
|
—
|
—
|
—
|
0.01
|
Total
from investment operations
|
0.70
|
(1.31)
|
(0.35)
|
(0.26)
|
2.78
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.02)
|
(0.02)
|
(0.03)
|
(0.11)
|
(0.08)
|
Net
realized gains
|
—
|
(0.42)
|
(0.07)
|
—
|
(0.34)
|
Total
distributions to shareholders
|
(0.02)
|
(0.44)
|
(0.10)
|
(0.11)
|
(0.42)
|
Net
asset value, end of period
|
$14.29
|
$13.61
|
$15.36
|
$15.81
|
$16.18
|
Total
return
|
5.13%
|
(8.83%)
|
(2.27%)
|
(1.59%)
|
20.67%
(a)
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.29%
(c)
|
1.28%
|
1.27%
|
1.30%
|
1.29%
(c)
|
Total
net expenses
(d)
|
1.27%
(c)
|
1.25%
|
1.25%
|
1.25%
|
1.27%
(c)
|
Net
investment income
|
0.25%
|
0.40%
|
0.26%
|
0.75%
|
0.69%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$408,360
|
$974,542
|
$751,812
|
$676,275
|
$592,820
|
Portfolio
turnover
|
74%
|
77%
|
83%
|
83%
|
150%
|
Notes to Financial Highlights
(a)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.06%.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Emerging Markets Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$13.53
|
$15.30
|
$15.75
|
$16.14
|
$13.79
|
Income
from investment operations:
|
Net
investment income
|
0.02
|
0.03
|
(0.00)
(a)
|
0.07
|
0.06
|
Net
realized and unrealized gain (loss)
|
0.63
|
(1.37)
|
(0.37)
|
(0.38)
|
2.67
|
Increase
from payment by affiliate
|
—
|
—
|
—
|
—
|
0.01
|
Total
from investment operations
|
0.65
|
(1.34)
|
(0.37)
|
(0.31)
|
2.74
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.01)
|
(0.01)
|
(0.01)
|
(0.08)
|
(0.05)
|
Net
realized gains
|
—
|
(0.42)
|
(0.07)
|
—
|
(0.34)
|
Total
distributions to shareholders
|
(0.01)
|
(0.43)
|
(0.08)
|
(0.08)
|
(0.39)
|
Net
asset value, end of period
|
$14.17
|
$13.53
|
$15.30
|
$15.75
|
$16.14
|
Total
return
|
4.81%
|
(9.06%)
|
(2.40%)
|
(1.87%)
|
20.36%
(b)
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
1.54%
(d)
|
1.53%
|
1.52%
|
1.55%
|
1.54%
(d)
|
Total
net expenses
(e)
|
1.52%
(d)
|
1.50%
|
1.50%
|
1.50%
|
1.52%
(d)
|
Net
investment income (loss)
|
0.14%
|
0.17%
|
(0.01%)
|
0.48%
|
0.42%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$21,331
|
$18,561
|
$18,142
|
$14,758
|
$8,806
|
Portfolio
turnover
|
74%
|
77%
|
83%
|
83%
|
150%
|
Notes to Financial Highlights
(b)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.06%.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Emerging Markets Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$13.58
|
$15.34
|
$15.79
|
$16.18
|
$13.81
|
Income
from investment operations:
|
Net
investment income
|
0.04
|
0.04
|
0.02
|
0.10
|
0.08
|
Net
realized and unrealized gain (loss)
|
0.63
|
(1.36)
|
(0.38)
|
(0.40)
|
2.68
|
Increase
from payment by affiliate
|
—
|
—
|
—
|
—
|
0.01
|
Total
from investment operations
|
0.67
|
(1.32)
|
(0.36)
|
(0.30)
|
2.77
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.01)
|
(0.02)
|
(0.02)
|
(0.09)
|
(0.06)
|
Net
realized gains
|
—
|
(0.42)
|
(0.07)
|
—
|
(0.34)
|
Total
distributions to shareholders
|
(0.01)
|
(0.44)
|
(0.09)
|
(0.09)
|
(0.40)
|
Net
asset value, end of period
|
$14.24
|
$13.58
|
$15.34
|
$15.79
|
$16.18
|
Total
return
|
4.97%
|
(8.94%)
|
(2.33%)
|
(1.80%)
|
20.59%
(a)
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.42%
(c)
|
1.40%
|
1.40%
|
1.42%
|
1.42%
(c)
|
Total
net expenses
(d)
|
1.40%
(c)
|
1.38%
|
1.38%
|
1.38%
|
1.40%
(c)
|
Net
investment income
|
0.26%
|
0.28%
|
0.15%
|
0.66%
|
0.56%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$183,897
|
$207,067
|
$263,988
|
$318,715
|
$371,291
|
Portfolio
turnover
|
74%
|
77%
|
83%
|
83%
|
150%
|
Notes to Financial Highlights
(a)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.06%.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Global Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.85
|
$10.26
|
$10.60
|
$12.20
|
$11.85
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.29
|
0.30
|
0.32
|
0.30
|
0.34
|
Net
realized and unrealized gain (loss)
|
(0.36)
|
(0.87)
|
(0.21)
|
(1.19)
|
0.41
|
Total
from investment operations
|
(0.07)
|
(0.57)
|
0.11
|
(0.89)
|
0.75
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
—
|
—
|
—
|
(0.64)
|
(0.34)
|
Net
realized gains
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.07)
|
(0.06)
|
Total
distributions to shareholders
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.71)
|
(0.40)
|
Net
asset value, end of period
|
$8.53
|
$8.85
|
$10.26
|
$10.60
|
$12.20
|
Total
return
|
(1.00%)
|
(6.08%)
|
0.89%
|
(7.60%)
|
6.43%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.79%
|
0.75%
|
0.74%
|
0.73%
|
0.71%
|
Total
net expenses
(b)
|
0.70%
|
0.75%
|
0.73%
|
0.72%
|
0.71%
|
Net
investment income
|
3.17%
|
2.88%
|
3.02%
|
2.69%
|
2.80%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$9
|
$9
|
$435,907
|
$556,739
|
$1,168,704
|
Portfolio
turnover
|
162%
|
109%
|
68%
|
46%
|
42%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Global Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$8.78
|
$10.20
|
$10.57
|
$12.19
|
$11.83
|
Income
from investment operations:
|
Net
investment income
|
0.26
|
0.32
|
0.30
|
0.28
|
0.31
|
Net
realized and unrealized gain (loss)
|
(0.36)
|
(0.90)
|
(0.22)
|
(1.19)
|
0.42
|
Total
from investment operations
|
(0.10)
|
(0.58)
|
0.08
|
(0.91)
|
0.73
|
Less
distributions to shareholders:
|
Net
investment income
|
—
|
—
|
—
|
(0.64)
|
(0.31)
|
Net
realized gains
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.07)
|
(0.06)
|
Total
distributions to shareholders
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.71)
|
(0.37)
|
Net
asset value, end of period
|
$8.43
|
$8.78
|
$10.20
|
$10.57
|
$12.19
|
Total
return
|
(1.35%)
|
(6.22%)
|
0.60%
|
(7.83%)
|
6.29%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
1.05%
|
1.04%
|
1.00%
|
0.98%
|
0.96%
|
Total
net expenses
(b)
|
0.95%
|
0.98%
|
0.98%
|
0.98%
|
0.96%
|
Net
investment income
|
2.92%
|
3.30%
|
2.79%
|
2.53%
|
2.55%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$8,812
|
$9,004
|
$9,375
|
$9,899
|
$9,792
|
Portfolio
turnover
|
162%
|
109%
|
68%
|
46%
|
42%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Global Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.83
|
$10.25
|
$10.59
|
$12.21
|
$11.85
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.27
|
0.33
|
0.31
|
0.29
|
0.32
|
Net
realized and unrealized gain (loss)
|
(0.36)
|
(0.91)
|
(0.20)
|
(1.20)
|
0.42
|
Total
from investment operations
|
(0.09)
|
(0.58)
|
0.11
|
(0.91)
|
0.74
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
—
|
—
|
—
|
(0.64)
|
(0.32)
|
Net
realized gains
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.07)
|
(0.06)
|
Total
distributions to shareholders
|
(0.25)
|
(0.84)
|
(0.45)
|
(0.71)
|
(0.38)
|
Net
asset value, end of period
|
$8.49
|
$8.83
|
$10.25
|
$10.59
|
$12.21
|
Total
return
|
(1.23%)
|
(6.17%)
|
0.89%
|
(7.79%)
|
6.38%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.92%
|
0.91%
|
0.87%
|
0.86%
|
0.83%
|
Total
net expenses
(b)
|
0.83%
|
0.86%
|
0.85%
|
0.85%
|
0.83%
|
Net
investment income
|
3.03%
|
3.42%
|
2.90%
|
2.61%
|
2.68%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$146,851
|
$179,329
|
$235,986
|
$293,552
|
$419,392
|
Portfolio
turnover
|
162%
|
109%
|
68%
|
46%
|
42%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Government Money Market Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return is not annualized for periods of less than one year. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is
included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Net
realized and unrealized gain
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Total
from investment operations
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Total
distributions to shareholders
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Net
asset value, end of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Total
return
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Ratios
to average net assets
|
|
|
|
|
|
Total
gross expenses
|
0.49%
|
0.49%
|
0.48%
|
0.48%
|
0.47%
|
Total
net expenses
(b)
|
0.36%
|
0.13%
|
0.09%
|
0.10%
|
0.14%
|
Net
investment income
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$48,310
|
$149,749
|
$146,143
|
$303,071
|
$324,195
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Government Money Market Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Net
realized and unrealized gain
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Total
from investment operations
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Total
distributions to shareholders
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Net
asset value, end of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Total
return
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Ratios
to average net assets
|
|
|
|
|
|
Total
gross expenses
|
0.74%
|
0.75%
|
0.73%
|
0.73%
|
0.72%
|
Total
net expenses
(b)
|
0.36%
|
0.13%
|
0.09%
|
0.10%
|
0.14%
|
Net
investment income
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$35,914
|
$29,276
|
$22,843
|
$20,957
|
$8,224
|
Notes to Financial Highlights
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Government Money Market Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Net
realized and unrealized gain
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Total
from investment operations
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
0.00
(a)
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Total
distributions to shareholders
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
(0.00)
(a)
|
Net
asset value, end of period
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
$1.00
|
Total
return
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Ratios
to average net assets
|
|
|
|
|
|
Total
gross expenses
|
0.62%
|
0.62%
|
0.60%
|
0.61%
|
0.60%
|
Total
net expenses
(b)
|
0.36%
|
0.13%
|
0.09%
|
0.11%
|
0.14%
|
Net
investment income
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
0.01%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$269,488
|
$266,420
|
$305,878
|
$378,976
|
$449,880
|
Notes to Financial Highlights
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
High Yield Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$6.46
|
$6.96
|
$7.15
|
$7.22
|
$6.74
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.35
|
0.36
|
0.38
|
0.43
|
0.46
|
Net
realized and unrealized gain (loss)
|
0.40
|
(0.42)
|
(0.10)
|
0.00
(a)
|
0.56
|
Total
from investment operations
|
0.75
|
(0.06)
|
0.28
|
0.43
|
1.02
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.42)
|
(0.44)
|
(0.47)
|
(0.50)
|
(0.54)
|
Total
distributions to shareholders
|
(0.42)
|
(0.44)
|
(0.47)
|
(0.50)
|
(0.54)
|
Net
asset value, end of period
|
$6.79
|
$6.46
|
$6.96
|
$7.15
|
$7.22
|
Total
return
|
11.84%
|
(1.15%)
|
3.89%
|
6.19%
|
15.87%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.75%
|
0.78%
|
0.76%
|
0.76%
|
0.75%
|
Total
net expenses
(c)
|
0.75%
|
0.75%
|
0.72%
|
0.72%
|
0.74%
|
Net
investment income
|
5.32%
|
5.35%
|
5.43%
|
5.94%
|
6.55%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$3,135
|
$1,934
|
$629
|
$7
|
$7
|
Portfolio
turnover
|
51%
|
47%
|
59%
|
63%
|
75%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
High Yield Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$6.41
|
$6.91
|
$7.11
|
$7.18
|
$6.71
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.34
|
0.35
|
0.37
|
0.41
|
0.44
|
Net
realized and unrealized gain (loss)
|
0.39
|
(0.43)
|
(0.12)
|
0.01
|
0.56
|
Total
from investment operations
|
0.73
|
(0.08)
|
0.25
|
0.42
|
1.00
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.40)
|
(0.42)
|
(0.45)
|
(0.49)
|
(0.53)
|
Total
distributions to shareholders
|
(0.40)
|
(0.42)
|
(0.45)
|
(0.49)
|
(0.53)
|
Net
asset value, end of period
|
$6.74
|
$6.41
|
$6.91
|
$7.11
|
$7.18
|
Total
return
|
11.65%
|
(1.41%)
|
3.51%
|
5.98%
|
15.62%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.00%
|
1.02%
|
1.00%
|
1.01%
|
1.00%
|
Total
net expenses
(b)
|
1.00%
|
1.00%
|
0.97%
|
0.97%
|
0.98%
|
Net
investment income
|
5.07%
|
5.06%
|
5.20%
|
5.70%
|
6.29%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$48,310
|
$38,807
|
$34,214
|
$24,968
|
$16,469
|
Portfolio
turnover
|
51%
|
47%
|
59%
|
63%
|
75%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
High Yield Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$6.45
|
$6.94
|
$7.14
|
$7.21
|
$6.73
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.35
|
0.36
|
0.38
|
0.42
|
0.45
|
Net
realized and unrealized gain (loss)
|
0.39
|
(0.42)
|
(0.12)
|
(0.00)
(a)
|
0.56
|
Total
from investment operations
|
0.74
|
(0.06)
|
0.26
|
0.42
|
1.01
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.41)
|
(0.43)
|
(0.46)
|
(0.49)
|
(0.53)
|
Total
distributions to shareholders
|
(0.41)
|
(0.43)
|
(0.46)
|
(0.49)
|
(0.53)
|
Net
asset value, end of period
|
$6.78
|
$6.45
|
$6.94
|
$7.14
|
$7.21
|
Total
return
|
11.72%
|
(1.14%)
|
3.62%
|
6.07%
|
15.74%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.88%
|
0.90%
|
0.87%
|
0.89%
|
0.87%
|
Total
net expenses
(c)
|
0.88%
|
0.87%
|
0.85%
|
0.85%
|
0.86%
|
Net
investment income
|
5.20%
|
5.17%
|
5.34%
|
5.81%
|
6.43%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$400,844
|
$420,576
|
$514,924
|
$569,123
|
$623,113
|
Portfolio
turnover
|
51%
|
47%
|
59%
|
63%
|
75%
|
Notes to Financial Highlights
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Income Opportunities Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.07
|
$9.06
|
$8.71
|
$10.51
|
$10.02
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.40
|
0.43
|
0.45
|
0.52
|
0.64
|
Net
realized and unrealized gain (loss)
|
0.41
|
(0.49)
|
(0.10)
|
(0.06)
|
0.78
|
Total
from investment operations
|
0.81
|
(0.06)
|
0.35
|
0.46
|
1.42
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.93)
|
(0.85)
|
—
|
(1.38)
|
(0.71)
|
Net
realized gains
|
(0.39)
|
(0.08)
|
—
|
(0.59)
|
(0.22)
|
Tax
return of capital
|
—
|
—
|
—
|
(0.29)
|
—
|
Total
distributions to shareholders
|
(1.32)
|
(0.93)
|
—
|
(2.26)
|
(0.93)
|
Net
asset value, end of period
|
$7.56
|
$8.07
|
$9.06
|
$8.71
|
$10.51
|
Total
return
|
10.93%
|
(1.00%)
|
4.02%
|
5.09%
|
14.97%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.74%
|
0.73%
|
0.71%
|
0.72%
|
0.71%
|
Total
net expenses
(b)
|
0.74%
|
0.72%
|
0.71%
|
0.71%
|
0.71%
|
Net
investment income
|
4.99%
|
4.85%
|
5.04%
|
5.59%
|
6.16%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$112,544
|
$328,741
|
$843,225
|
$808,379
|
$755,648
|
Portfolio
turnover
|
48%
|
52%
|
59%
|
56%
|
68%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Income Opportunities Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.02
|
$9.01
|
$8.69
|
$10.46
|
$9.98
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.38
|
0.40
|
0.44
|
0.49
|
0.60
|
Net
realized and unrealized gain (loss)
|
0.42
|
(0.47)
|
(0.12)
|
(0.04)
|
0.79
|
Total
from investment operations
|
0.80
|
(0.07)
|
0.32
|
0.45
|
1.39
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.91)
|
(0.84)
|
—
|
(1.34)
|
(0.69)
|
Net
realized gains
|
(0.39)
|
(0.08)
|
—
|
(0.59)
|
(0.22)
|
Tax
return of capital
|
—
|
—
|
—
|
(0.29)
|
—
|
Total
distributions to shareholders
|
(1.30)
|
(0.92)
|
—
|
(2.22)
|
(0.91)
|
Net
asset value, end of period
|
$7.52
|
$8.02
|
$9.01
|
$8.69
|
$10.46
|
Total
return
|
10.80%
|
(1.21%)
|
3.68%
|
5.01%
|
14.72%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.98%
|
0.99%
|
0.96%
|
0.97%
|
0.96%
|
Total
net expenses
(b)
|
0.98%
|
0.98%
|
0.90%
|
0.78%
|
0.96%
|
Net
investment income
|
4.72%
|
4.62%
|
4.86%
|
5.54%
|
5.86%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$33,095
|
$111,563
|
$128,476
|
$139,973
|
$9,657
|
Portfolio
turnover
|
48%
|
52%
|
59%
|
56%
|
68%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Income Opportunities Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.10
|
$9.08
|
$8.75
|
$10.53
|
$10.04
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.38
|
0.42
|
0.45
|
0.51
|
0.62
|
Net
realized and unrealized gain (loss)
|
0.43
|
(0.48)
|
(0.12)
|
(0.06)
|
0.79
|
Total
from investment operations
|
0.81
|
(0.06)
|
0.33
|
0.45
|
1.41
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.92)
|
(0.84)
|
—
|
(1.35)
|
(0.70)
|
Net
realized gains
|
(0.39)
|
(0.08)
|
—
|
(0.59)
|
(0.22)
|
Tax
return of capital
|
—
|
—
|
—
|
(0.29)
|
—
|
Total
distributions to shareholders
|
(1.31)
|
(0.92)
|
—
|
(2.23)
|
(0.92)
|
Net
asset value, end of period
|
$7.60
|
$8.10
|
$9.08
|
$8.75
|
$10.53
|
Total
return
|
10.86%
|
(1.02%)
|
3.77%
|
5.02%
|
14.80%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.87%
|
0.86%
|
0.84%
|
0.85%
|
0.84%
|
Total
net expenses
(b)
|
0.87%
|
0.85%
|
0.84%
|
0.84%
|
0.83%
|
Net
investment income
|
4.86%
|
4.74%
|
4.92%
|
5.45%
|
6.01%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$224,303
|
$154,637
|
$186,448
|
$215,401
|
$262,909
|
Portfolio
turnover
|
48%
|
52%
|
59%
|
56%
|
68%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Intermediate Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$10.07
|
$10.22
|
$10.01
|
$11.26
|
$11.19
|
Income
from investment operations:
|
Net
investment income
|
0.30
|
0.25
|
0.28
|
0.30
|
0.39
|
Net
realized and unrealized gain (loss)
|
0.17
|
(0.22)
|
0.26
|
(0.56)
|
0.44
|
Total
from investment operations
|
0.47
|
0.03
|
0.54
|
(0.26)
|
0.83
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.18)
|
(0.15)
|
(0.28)
|
(0.50)
|
(0.46)
|
Net
realized gains
|
(0.01)
|
(0.03)
|
(0.05)
|
(0.49)
|
(0.30)
|
Total
distributions to shareholders
|
(0.19)
|
(0.18)
|
(0.33)
|
(0.99)
|
(0.76)
|
Net
asset value, end of period
|
$10.35
|
$10.07
|
$10.22
|
$10.01
|
$11.26
|
Total
return
|
4.68%
|
0.30%
|
5.47%
|
(2.25%)
|
7.70%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.54%
|
0.54%
|
0.55%
|
0.55%
|
0.54%
|
Total
net expenses
(b)
|
0.54%
|
0.54%
|
0.55%
|
0.55%
|
0.54%
|
Net
investment income
|
2.86%
|
2.42%
|
2.78%
|
2.81%
|
3.49%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$4,384,210
|
$4,413,919
|
$2,042,053
|
$1,868,361
|
$2,472,928
|
Portfolio
turnover
|
400%
|
477%
|
271%
|
258%
|
198%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Intermediate Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$10.03
|
$10.19
|
$9.98
|
$11.22
|
$11.16
|
Income
from investment operations:
|
Net
investment income
|
0.27
|
0.22
|
0.26
|
0.27
|
0.35
|
Net
realized and unrealized gain (loss)
|
0.18
|
(0.23)
|
0.26
|
(0.55)
|
0.46
|
Total
from investment operations
|
0.45
|
(0.01)
|
0.52
|
(0.28)
|
0.81
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.16)
|
(0.12)
|
(0.26)
|
(0.47)
|
(0.45)
|
Net
realized gains
|
(0.01)
|
(0.03)
|
(0.05)
|
(0.49)
|
(0.30)
|
Total
distributions to shareholders
|
(0.17)
|
(0.15)
|
(0.31)
|
(0.96)
|
(0.75)
|
Net
asset value, end of period
|
$10.31
|
$10.03
|
$10.19
|
$9.98
|
$11.22
|
Total
return
|
4.43%
|
(0.05%)
|
5.20%
|
(2.44%)
|
7.49%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.79%
|
0.80%
|
0.80%
|
0.81%
|
0.80%
|
Total
net expenses
(b)
|
0.79%
|
0.80%
|
0.80%
|
0.81%
|
0.80%
|
Net
investment income
|
2.60%
|
2.18%
|
2.53%
|
2.56%
|
3.15%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$34,167
|
$24,967
|
$23,942
|
$24,527
|
$30,024
|
Portfolio
turnover
|
400%
|
477%
|
271%
|
258%
|
198%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Intermediate Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$10.08
|
$10.23
|
$10.02
|
$11.27
|
$11.20
|
Income
from investment operations:
|
Net
investment income
|
0.28
|
0.24
|
0.27
|
0.29
|
0.38
|
Net
realized and unrealized gain (loss)
|
0.18
|
(0.22)
|
0.26
|
(0.56)
|
0.44
|
Total
from investment operations
|
0.46
|
0.02
|
0.53
|
(0.27)
|
0.82
|
Less
distributions to shareholders:
|
Net
investment income
|
(0.17)
|
(0.14)
|
(0.27)
|
(0.49)
|
(0.45)
|
Net
realized gains
|
(0.01)
|
(0.03)
|
(0.05)
|
(0.49)
|
(0.30)
|
Total
distributions to shareholders
|
(0.18)
|
(0.17)
|
(0.32)
|
(0.98)
|
(0.75)
|
Net
asset value, end of period
|
$10.36
|
$10.08
|
$10.23
|
$10.02
|
$11.27
|
Total
return
|
4.54%
|
0.17%
|
5.32%
|
(2.39%)
|
7.56%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.66%
|
0.67%
|
0.68%
|
0.68%
|
0.67%
|
Total
net expenses
(b)
|
0.66%
|
0.67%
|
0.68%
|
0.68%
|
0.67%
|
Net
investment income
|
2.74%
|
2.30%
|
2.66%
|
2.68%
|
3.35%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$688,625
|
$750,722
|
$886,140
|
$1,033,511
|
$1,485,918
|
Portfolio
turnover
|
400%
|
477%
|
271%
|
258%
|
198%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$12.92
|
$11.84
|
$10.37
|
$7.95
|
$6.61
|
Income
from investment operations:
|
Net
investment income
|
0.09
|
0.03
|
0.06
|
0.05
|
0.05
|
Net
realized and unrealized gain
|
0.07
|
1.05
|
1.41
|
2.37
|
1.29
|
Total
from investment operations
|
0.16
|
1.08
|
1.47
|
2.42
|
1.34
|
Net
asset value, end of period
|
$13.08
|
$12.92
|
$11.84
|
$10.37
|
$7.95
|
Total
return
|
1.24%
|
9.12%
|
14.18%
|
30.44%
|
20.27%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.80%
|
0.80%
|
0.80%
|
0.81%
|
0.88%
|
Total
net expenses
(b)
|
0.77%
|
0.79%
|
0.79%
|
0.79%
|
0.78%
|
Net
investment income
|
0.69%
|
0.23%
|
0.59%
|
0.55%
|
0.64%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,267,016
|
$1,198,464
|
$1,003,539
|
$1,166,312
|
$46,512
|
Portfolio
turnover
|
54%
|
56%
|
71%
|
93%
|
102%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$12.73
|
$11.70
|
$10.27
|
$7.90
|
$6.58
|
Income
from investment operations:
|
Net
investment income
|
0.04
|
(0.00)
(a)
|
0.04
|
0.03
|
0.03
|
Net
realized and unrealized gain
|
0.09
|
1.03
|
1.39
|
2.34
|
1.29
|
Total
from investment operations
|
0.13
|
1.03
|
1.43
|
2.37
|
1.32
|
Net
asset value, end of period
|
$12.86
|
$12.73
|
$11.70
|
$10.27
|
$7.90
|
Total
return
|
1.02%
|
8.80%
|
13.92%
|
30.00%
|
20.06%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.05%
|
1.05%
|
1.05%
|
1.06%
|
1.13%
|
Total
net expenses
(c)
|
1.01%
|
1.04%
|
1.04%
|
1.04%
|
1.03%
|
Net
investment income (loss)
|
0.35%
|
(0.02%)
|
0.36%
|
0.28%
|
0.43%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$108,824
|
$32,835
|
$18,783
|
$14,196
|
$9,741
|
Portfolio
turnover
|
54%
|
56%
|
71%
|
93%
|
102%
|
Notes to Financial Highlights
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$12.84
|
$11.78
|
$10.33
|
$7.93
|
$6.60
|
Income
from investment operations:
|
Net
investment income
|
0.07
|
0.01
|
0.05
|
0.04
|
0.04
|
Net
realized and unrealized gain
|
0.08
|
1.05
|
1.40
|
2.36
|
1.29
|
Total
from investment operations
|
0.15
|
1.06
|
1.45
|
2.40
|
1.33
|
Net
asset value, end of period
|
$12.99
|
$12.84
|
$11.78
|
$10.33
|
$7.93
|
Total
return
|
1.17%
|
9.00%
|
14.04%
|
30.26%
|
20.15%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.92%
|
0.92%
|
0.93%
|
0.94%
|
1.00%
|
Total
net expenses
(b)
|
0.89%
|
0.92%
|
0.91%
|
0.92%
|
0.91%
|
Net
investment income
|
0.55%
|
0.10%
|
0.47%
|
0.40%
|
0.52%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$207,757
|
$252,250
|
$227,180
|
$224,919
|
$194,870
|
Portfolio
turnover
|
54%
|
56%
|
71%
|
93%
|
102%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Index Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$15.29
|
$15.14
|
$13.36
|
$10.12
|
$8.75
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.34
|
0.34
(a)
|
0.23
|
0.21
|
0.18
|
Net
realized and unrealized gain (loss)
|
1.43
|
(0.19)
|
1.55
|
3.03
|
1.19
|
Total
from investment operations
|
1.77
|
0.15
|
1.78
|
3.24
|
1.37
|
Net
asset value, end of period
|
$17.06
|
$15.29
|
$15.14
|
$13.36
|
$10.12
|
Total
return
|
11.58%
|
0.99%
|
13.32%
|
32.02%
|
15.66%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.32%
|
0.37%
|
0.31%
|
0.31%
|
0.33%
|
Total
net expenses
(c)
|
0.31%
|
0.33%
|
0.31%
|
0.31%
|
0.33%
|
Net
investment income
|
2.14%
|
2.21%
|
1.70%
|
1.77%
|
1.90%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$31,465
|
$3
|
$3
|
$21
|
$16
|
Portfolio
turnover
|
5%
|
4%
|
3%
|
4%
|
4%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.06 per share.
|
(b)
|
In
addition to the fees and expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense
ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Index Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$15.12
|
$15.01
|
$13.27
|
$10.08
|
$8.74
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.26
|
0.29
(a)
|
0.20
|
0.18
|
0.17
|
Net
realized and unrealized gain (loss)
|
1.45
|
(0.18)
|
1.54
|
3.01
|
1.17
|
Total
from investment operations
|
1.71
|
0.11
|
1.74
|
3.19
|
1.34
|
Net
asset value, end of period
|
$16.83
|
$15.12
|
$15.01
|
$13.27
|
$10.08
|
Total
return
|
11.31%
|
0.73%
|
13.11%
|
31.65%
|
15.33%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.56%
|
0.58%
|
0.56%
|
0.56%
|
0.57%
|
Total
net expenses
(c)
|
0.56%
|
0.58%
|
0.56%
|
0.56%
|
0.57%
|
Net
investment income
|
1.65%
|
1.94%
|
1.46%
|
1.52%
|
1.72%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$11,332
|
$11,794
|
$15,166
|
$16,371
|
$14,910
|
Portfolio
turnover
|
5%
|
4%
|
3%
|
4%
|
4%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.05 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Large Cap Index Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$15.21
|
$15.08
|
$13.32
|
$10.11
|
$8.75
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.28
|
0.32
(a)
|
0.22
|
0.19
|
0.18
|
Net
realized and unrealized gain (loss)
|
1.47
|
(0.19)
|
1.54
|
3.02
|
1.18
|
Total
from investment operations
|
1.75
|
0.13
|
1.76
|
3.21
|
1.36
|
Net
asset value, end of period
|
$16.96
|
$15.21
|
$15.08
|
$13.32
|
$10.11
|
Total
return
|
11.51%
|
0.86%
|
13.21%
|
31.75%
|
15.54%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.43%
|
0.46%
|
0.44%
|
0.44%
|
0.44%
|
Total
net expenses
(c)
|
0.43%
|
0.45%
|
0.44%
|
0.44%
|
0.44%
|
Net
investment income
|
1.78%
|
2.10%
|
1.59%
|
1.65%
|
1.86%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$347,922
|
$304,143
|
$290,301
|
$252,295
|
$195,032
|
Portfolio
turnover
|
5%
|
4%
|
3%
|
4%
|
4%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.06 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.50
|
$19.41
|
$18.07
|
$13.78
|
$12.37
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
0.03
|
0.14
(a)
|
(0.02)
|
(0.03)
|
0.06
|
Net
realized and unrealized gain
|
0.44
|
0.95
|
1.36
|
4.32
|
1.35
|
Total
from investment operations
|
0.47
|
1.09
|
1.34
|
4.29
|
1.41
|
Net
asset value, end of period
|
$20.97
|
$20.50
|
$19.41
|
$18.07
|
$13.78
|
Total
return
|
2.29%
|
5.62%
|
7.41%
|
31.13%
|
11.40%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.92%
|
0.94%
|
0.91%
(c)
|
0.90%
|
0.93%
|
Total
net expenses
(d)
|
0.76%
|
0.84%
|
0.88%
(c)
|
0.87%
|
0.88%
|
Net
investment income (loss)
|
0.16%
|
0.67%
|
(0.09%)
|
(0.21%)
|
0.44%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$158,566
|
$18,161
|
$81,262
|
$226,579
|
$216,944
|
Portfolio
turnover
|
150%
|
109%
|
96%
|
115%
|
134%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.14 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.23
|
$19.20
|
$17.92
|
$13.69
|
$12.32
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
0.02
|
0.23
(a)
|
(0.05)
|
(0.06)
|
(0.01)
|
Net
realized and unrealized gain
|
0.39
|
0.80
|
1.33
|
4.29
|
1.38
|
Total
from investment operations
|
0.41
|
1.03
|
1.28
|
4.23
|
1.37
|
Net
asset value, end of period
|
$20.64
|
$20.23
|
$19.20
|
$17.92
|
$13.69
|
Total
return
|
2.03%
|
5.36%
|
7.14%
|
30.90%
|
11.12%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
1.18%
|
1.20%
|
1.17%
(c)
|
1.15%
|
1.18%
|
Total
net expenses
(d)
|
1.01%
|
1.05%
|
1.13%
(c)
|
1.12%
|
1.15%
|
Net
investment income (loss)
|
0.11%
|
1.11%
|
(0.30%)
|
(0.40%)
|
(0.04%)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$12,910
|
$13,920
|
$10,439
|
$9,455
|
$921
|
Portfolio
turnover
|
150%
|
109%
|
96%
|
115%
|
134%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.27 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.36
|
$19.30
|
$17.99
|
$13.73
|
$12.34
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
0.05
|
0.25
(a)
|
(0.03)
|
(0.05)
|
0.00
(b)
|
Net
realized and unrealized gain
|
0.39
|
0.81
|
1.34
|
4.31
|
1.39
|
Total
from investment operations
|
0.44
|
1.06
|
1.31
|
4.26
|
1.39
|
Net
asset value, end of period
|
$20.80
|
$20.36
|
$19.30
|
$17.99
|
$13.73
|
Total
return
|
2.16%
|
5.49%
|
7.28%
|
31.03%
|
11.26%
|
Ratios
to average net assets
(c)
|
|
|
|
|
|
Total
gross expenses
|
1.05%
|
1.07%
|
1.04%
(d)
|
1.03%
|
1.05%
|
Total
net expenses
(e)
|
0.88%
|
0.92%
|
1.00%
(d)
|
1.00%
|
1.03%
|
Net
investment income (loss)
|
0.24%
|
1.24%
|
(0.18%)
|
(0.34%)
|
0.02%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$247,151
|
$279,919
|
$286,989
|
$307,835
|
$270,346
|
Portfolio
turnover
|
150%
|
109%
|
96%
|
115%
|
134%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.28 per share.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.53
|
$18.45
|
$16.42
|
$11.91
|
$10.04
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.23
|
0.07
|
0.10
|
0.10
|
0.12
|
Net
realized and unrealized gain (loss)
|
2.25
|
(0.99)
|
1.93
|
4.41
|
1.75
|
Total
from investment operations
|
2.48
|
(0.92)
|
2.03
|
4.51
|
1.87
|
Net
asset value, end of period
|
$20.01
|
$17.53
|
$18.45
|
$16.42
|
$11.91
|
Total
return
|
14.15%
|
(4.99%)
|
12.36%
|
37.87%
|
18.63%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.93%
|
0.91%
(b)
|
0.89%
|
0.88%
(b)
|
0.88%
|
Total
net expenses
(c)
|
0.90%
|
0.90%
(b)
|
0.88%
|
0.87%
(b)
|
0.88%
|
Net
investment income
|
1.25%
|
0.38%
|
0.60%
|
0.68%
|
1.08%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$162,796
|
$12,613
|
$378,231
|
$535,980
|
$839,959
|
Portfolio
turnover
|
57%
|
43%
|
46%
|
58%
|
53%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.33
|
$18.26
|
$16.29
|
$11.84
|
$10.01
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.14
|
0.07
|
0.09
|
0.07
|
0.10
|
Net
realized and unrealized gain (loss)
|
2.26
|
(1.00)
|
1.88
|
4.38
|
1.73
|
Total
from investment operations
|
2.40
|
(0.93)
|
1.97
|
4.45
|
1.83
|
Net
asset value, end of period
|
$19.73
|
$17.33
|
$18.26
|
$16.29
|
$11.84
|
Total
return
|
13.85%
|
(5.09%)
|
12.09%
|
37.58%
|
18.28%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.19%
|
1.22%
(b)
|
1.15%
|
1.14%
(b)
|
1.13%
|
Total
net expenses
(c)
|
1.16%
|
1.17%
(b)
|
1.14%
|
1.12%
(b)
|
1.13%
|
Net
investment income
|
0.79%
|
0.40%
|
0.50%
|
0.51%
|
0.91%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$22,379
|
$17,179
|
$14,802
|
$8,656
|
$1,906
|
Portfolio
turnover
|
57%
|
43%
|
46%
|
58%
|
53%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Mid Cap Value Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.43
|
$18.34
|
$16.35
|
$11.87
|
$10.02
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.16
|
0.09
|
0.09
|
0.08
|
0.11
|
Net
realized and unrealized gain (loss)
|
2.28
|
(1.00)
|
1.90
|
4.40
|
1.74
|
Total
from investment operations
|
2.44
|
(0.91)
|
1.99
|
4.48
|
1.85
|
Net
asset value, end of period
|
$19.87
|
$17.43
|
$18.34
|
$16.35
|
$11.87
|
Total
return
|
14.00%
|
(4.96%)
|
12.17%
|
37.74%
|
18.46%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.07%
|
1.09%
(b)
|
1.02%
|
1.01%
(b)
|
1.00%
|
Total
net expenses
(c)
|
1.03%
|
1.04%
(b)
|
1.01%
|
1.00%
(b)
|
1.00%
|
Net
investment income
|
0.88%
|
0.50%
|
0.54%
|
0.59%
|
0.97%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$92,137
|
$97,276
|
$122,343
|
$120,409
|
$93,055
|
Portfolio
turnover
|
57%
|
43%
|
46%
|
58%
|
53%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select International
Equity Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$13.60
|
$13.06
|
$14.53
|
$12.09
|
$10.44
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.13
|
0.21
|
0.16
|
0.21
|
Net
realized and unrealized gain (loss)
|
(1.04)
|
0.55
|
(1.43)
|
2.51
|
1.63
|
Total
from investment operations
|
(0.82)
|
0.68
|
(1.22)
|
2.67
|
1.84
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.20)
|
(0.14)
|
(0.25)
|
(0.23)
|
(0.19)
|
Total
distributions to shareholders
|
(0.20)
|
(0.14)
|
(0.25)
|
(0.23)
|
(0.19)
|
Net
asset value, end of period
|
$12.58
|
$13.60
|
$13.06
|
$14.53
|
$12.09
|
Total
return
|
(6.00%)
|
5.20%
|
(8.47%)
|
22.35%
|
17.85%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.93%
(b)
|
1.01%
|
0.98%
|
1.00%
|
0.99%
|
Total
net expenses
(c)
|
0.89%
(b)
|
0.93%
|
0.98%
|
1.00%
|
0.99%
|
Net
investment income
|
1.76%
|
0.91%
|
1.51%
|
1.24%
|
1.89%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$604,967
|
$11,981
|
$13,471
|
$16,809
|
$16,421
|
Portfolio
turnover
|
57%
|
57%
|
53%
|
88%
|
66%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select International
Equity Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$13.55
|
$13.02
|
$14.50
|
$12.07
|
$10.43
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.08
|
0.17
|
0.11
|
0.19
|
Net
realized and unrealized gain (loss)
|
(1.07)
|
0.56
|
(1.42)
|
2.52
|
1.62
|
Total
from investment operations
|
(0.85)
|
0.64
|
(1.25)
|
2.63
|
1.81
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.18)
|
(0.11)
|
(0.23)
|
(0.20)
|
(0.17)
|
Total
distributions to shareholders
|
(0.18)
|
(0.11)
|
(0.23)
|
(0.20)
|
(0.17)
|
Net
asset value, end of period
|
$12.52
|
$13.55
|
$13.02
|
$14.50
|
$12.07
|
Total
return
|
(6.27%)
|
4.94%
|
(8.72%)
|
22.09%
|
17.49%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.17%
(b)
|
1.28%
|
1.24%
|
1.26%
|
1.24%
|
Total
net expenses
(c)
|
1.14%
(b)
|
1.18%
|
1.23%
|
1.25%
|
1.24%
|
Net
investment income
|
1.77%
|
0.61%
|
1.23%
|
0.84%
|
1.66%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$57,342
|
$16,240
|
$7,797
|
$7,624
|
$3,620
|
Portfolio
turnover
|
57%
|
57%
|
53%
|
88%
|
66%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select International
Equity Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$13.58
|
$13.05
|
$14.52
|
$12.09
|
$10.44
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.21
|
0.11
|
0.19
|
0.15
|
0.20
|
Net
realized and unrealized gain (loss)
|
(1.04)
|
0.55
|
(1.42)
|
2.50
|
1.63
|
Total
from investment operations
|
(0.83)
|
0.66
|
(1.23)
|
2.65
|
1.83
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.19)
|
(0.13)
|
(0.24)
|
(0.22)
|
(0.18)
|
Total
distributions to shareholders
|
(0.19)
|
(0.13)
|
(0.24)
|
(0.22)
|
(0.18)
|
Net
asset value, end of period
|
$12.56
|
$13.58
|
$13.05
|
$14.52
|
$12.09
|
Total
return
|
(6.10%)
|
5.03%
|
(8.56%)
|
22.16%
|
17.70%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.07%
(b)
|
1.14%
|
1.11%
|
1.13%
|
1.12%
|
Total
net expenses
(c)
|
1.03%
(b)
|
1.05%
|
1.10%
|
1.13%
|
1.12%
|
Net
investment income
|
1.66%
|
0.79%
|
1.39%
|
1.10%
|
1.76%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$280,282
|
$314,648
|
$325,451
|
$404,795
|
$375,844
|
Portfolio
turnover
|
57%
|
57%
|
53%
|
88%
|
66%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Large-Cap
Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.14
|
$18.02
|
$16.17
|
$11.71
|
$9.88
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.26
|
0.27
|
0.21
|
0.19
|
0.21
|
Net
realized and unrealized gain (loss)
|
3.16
|
(1.15)
|
1.64
|
4.27
|
1.62
|
Total
from investment operations
|
3.42
|
(0.88)
|
1.85
|
4.46
|
1.83
|
Net
asset value, end of period
|
$20.56
|
$17.14
|
$18.02
|
$16.17
|
$11.71
|
Total
return
|
19.95%
|
(4.88%)
|
11.44%
|
38.09%
|
18.52%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.82%
|
0.81%
|
0.81%
|
0.83%
|
0.84%
(b)
|
Total
net expenses
(c)
|
0.77%
|
0.76%
|
0.76%
|
0.77%
|
0.80%
(b)
|
Net
investment income
|
1.49%
|
1.54%
|
1.26%
|
1.34%
|
1.91%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,046,757
|
$779,920
|
$1,000,413
|
$738,487
|
$569,837
|
Portfolio
turnover
|
26%
|
13%
|
7%
|
15%
|
17%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Large-Cap
Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$16.91
|
$17.83
|
$16.03
|
$11.64
|
$9.85
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.23
|
0.17
|
0.15
|
0.16
|
Net
realized and unrealized gain (loss)
|
3.10
|
(1.15)
|
1.63
|
4.24
|
1.63
|
Total
from investment operations
|
3.32
|
(0.92)
|
1.80
|
4.39
|
1.79
|
Net
asset value, end of period
|
$20.23
|
$16.91
|
$17.83
|
$16.03
|
$11.64
|
Total
return
|
19.63%
|
(5.16%)
|
11.23%
|
37.72%
|
18.17%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.07%
|
1.06%
|
1.07%
|
1.08%
|
1.15%
(b)
|
Total
net expenses
(c)
|
1.02%
|
1.02%
|
1.01%
|
1.01%
|
1.06%
(b)
|
Net
investment income
|
1.25%
|
1.32%
|
1.02%
|
1.09%
|
1.45%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$15,026
|
$11,918
|
$11,006
|
$5,475
|
$1,643
|
Portfolio
turnover
|
26%
|
13%
|
7%
|
15%
|
17%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Large-Cap
Value Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.01
|
$17.91
|
$16.08
|
$11.67
|
$9.85
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.24
|
0.25
|
0.19
|
0.17
|
0.16
|
Net
realized and unrealized gain (loss)
|
3.13
|
(1.15)
|
1.64
|
4.24
|
1.66
|
Total
from investment operations
|
3.37
|
(0.90)
|
1.83
|
4.41
|
1.82
|
Net
asset value, end of period
|
$20.38
|
$17.01
|
$17.91
|
$16.08
|
$11.67
|
Total
return
|
19.81%
|
(5.02%)
|
11.38%
|
37.79%
|
18.48%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.95%
|
0.94%
|
0.94%
|
0.96%
|
1.04%
(b)
|
Total
net expenses
(c)
|
0.89%
|
0.89%
|
0.88%
|
0.89%
|
0.93%
(b)
|
Net
investment income
|
1.39%
|
1.42%
|
1.13%
|
1.21%
|
1.47%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$45,889
|
$47,307
|
$69,726
|
$60,335
|
$30,991
|
Portfolio
turnover
|
26%
|
13%
|
7%
|
15%
|
17%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Smaller-Cap
Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$19.00
|
$19.60
|
$18.48
|
$12.44
|
$10.55
|
Income
from investment operations:
|
Net
investment income (loss)
|
0.00
(a)
|
0.00
(a)
|
0.08
|
(0.06)
|
(0.02)
|
Net
realized and unrealized gain (loss)
|
2.65
|
(0.60)
|
1.04
|
6.10
|
1.91
|
Total
from investment operations
|
2.65
|
(0.60)
|
1.12
|
6.04
|
1.89
|
Net
asset value, end of period
|
$21.65
|
$19.00
|
$19.60
|
$18.48
|
$12.44
|
Total
return
|
13.95%
|
(3.06%)
|
6.06%
|
48.55%
|
17.92%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.00%
(c)
|
0.99%
|
0.98%
|
0.99%
|
1.01%
|
Total
net expenses
(d)
|
0.91%
(c)
|
0.91%
|
0.93%
|
0.93%
|
0.94%
|
Net
investment income (loss)
|
0.02%
|
0.01%
|
0.44%
|
(0.40%)
|
(0.21%)
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$16,013
|
$60,663
|
$70,315
|
$80,983
|
$63,490
|
Portfolio
turnover
|
32%
|
27%
|
27%
|
16%
|
6%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
In
addition to the fees and expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense
ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Smaller-Cap
Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$18.74
|
$19.38
|
$18.32
|
$12.36
|
$10.50
|
Income
from investment operations:
|
Net
investment income (loss)
|
(0.04)
|
(0.04)
|
0.02
|
(0.10)
|
(0.05)
|
Net
realized and unrealized gain (loss)
|
2.60
|
(0.60)
|
1.04
|
6.06
|
1.91
|
Total
from investment operations
|
2.56
|
(0.64)
|
1.06
|
5.96
|
1.86
|
Net
asset value, end of period
|
$21.30
|
$18.74
|
$19.38
|
$18.32
|
$12.36
|
Total
return
|
13.66%
|
(3.30%)
|
5.79%
|
48.22%
|
17.71%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
1.27%
(b)
|
1.24%
|
1.23%
|
1.24%
|
1.26%
|
Total
net expenses
(c)
|
1.16%
(b)
|
1.16%
|
1.18%
|
1.18%
|
1.19%
|
Net
investment income (loss)
|
(0.22%)
|
(0.22%)
|
0.13%
|
(0.64%)
|
(0.46%)
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$25,233
|
$22,315
|
$22,376
|
$21,186
|
$14,236
|
Portfolio
turnover
|
32%
|
27%
|
27%
|
16%
|
6%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
Select Smaller-Cap
Value Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$18.87
|
$19.50
|
$18.40
|
$12.40
|
$10.53
|
Income
from investment operations:
|
Net
investment income (loss)
|
(0.02)
|
(0.02)
|
0.05
|
(0.08)
|
(0.04)
|
Net
realized and unrealized gain (loss)
|
2.63
|
(0.61)
|
1.05
|
6.08
|
1.91
|
Total
from investment operations
|
2.61
|
(0.63)
|
1.10
|
6.00
|
1.87
|
Net
asset value, end of period
|
$21.48
|
$18.87
|
$19.50
|
$18.40
|
$12.40
|
Total
return
|
13.83%
|
(3.23%)
|
5.98%
|
48.39%
|
17.76%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
1.14%
(b)
|
1.11%
|
1.11%
|
1.11%
|
1.13%
|
Total
net expenses
(c)
|
1.03%
(b)
|
1.04%
|
1.05%
|
1.05%
|
1.06%
|
Net
investment income (loss)
|
(0.10%)
|
(0.11%)
|
0.28%
|
(0.52%)
|
(0.34%)
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$71,355
|
$73,318
|
$87,610
|
$91,762
|
$65,937
|
Portfolio
turnover
|
32%
|
27%
|
27%
|
16%
|
6%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
U.S. Government
Mortgage Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.42
|
$10.62
|
$10.22
|
$10.49
|
$10.43
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.25
|
0.26
|
0.26
|
0.20
|
0.10
|
Net
realized and unrealized gain (loss)
|
0.03
|
(0.12)
|
0.34
|
(0.39)
|
0.08
|
Total
from investment operations
|
0.28
|
0.14
|
0.60
|
(0.19)
|
0.18
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.30)
|
(0.32)
|
(0.20)
|
(0.08)
|
(0.12)
|
Net
realized gains
|
(0.08)
|
(0.02)
|
—
|
—
|
—
|
Total
distributions to shareholders
|
(0.38)
|
(0.34)
|
(0.20)
|
(0.08)
|
(0.12)
|
Net
asset value, end of period
|
$10.32
|
$10.42
|
$10.62
|
$10.22
|
$10.49
|
Total
return
|
2.71%
|
1.34%
|
5.92%
|
(1.83%)
|
1.69%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.50%
|
0.50%
|
0.49%
|
0.49%
|
0.50%
|
Total
net expenses
(b)
|
0.50%
|
0.50%
|
0.49%
|
0.49%
|
0.50%
|
Net
investment income
|
2.38%
|
2.45%
|
2.48%
|
1.94%
|
0.92%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,031,382
|
$1,247,913
|
$1,652,306
|
$1,731,407
|
$1,243,687
|
Portfolio
turnover
|
333%
|
356%
|
300%
|
433%
|
238%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
U.S. Government
Mortgage Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.40
|
$10.59
|
$10.20
|
$10.46
|
$10.39
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.23
|
0.23
|
0.16
|
0.07
|
Net
realized and unrealized gain (loss)
|
0.04
|
(0.10)
|
0.33
|
(0.37)
|
0.08
|
Total
from investment operations
|
0.26
|
0.13
|
0.56
|
(0.21)
|
0.15
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.28)
|
(0.30)
|
(0.17)
|
(0.05)
|
(0.08)
|
Net
realized gains
|
(0.08)
|
(0.02)
|
—
|
—
|
—
|
Total
distributions to shareholders
|
(0.36)
|
(0.32)
|
(0.17)
|
(0.05)
|
(0.08)
|
Net
asset value, end of period
|
$10.30
|
$10.40
|
$10.59
|
$10.20
|
$10.46
|
Total
return
|
2.45%
|
1.19%
|
5.57%
|
(1.99%)
|
1.47%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.75%
|
0.75%
|
0.74%
|
0.74%
|
0.75%
|
Total
net expenses
(b)
|
0.75%
|
0.75%
|
0.74%
|
0.74%
|
0.75%
|
Net
investment income
|
2.13%
|
2.20%
|
2.23%
|
1.59%
|
0.65%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$25,112
|
$24,470
|
$25,273
|
$26,089
|
$32,395
|
Portfolio
turnover
|
333%
|
356%
|
300%
|
433%
|
238%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — Columbia VP –
U.S. Government
Mortgage Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.42
|
$10.62
|
$10.22
|
$10.49
|
$10.42
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.24
|
0.25
|
0.25
|
0.18
|
0.08
|
Net
realized and unrealized gain (loss)
|
0.03
|
(0.12)
|
0.34
|
(0.39)
|
0.09
|
Total
from investment operations
|
0.27
|
0.13
|
0.59
|
(0.21)
|
0.17
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.29)
|
(0.31)
|
(0.19)
|
(0.06)
|
(0.10)
|
Net
realized gains
|
(0.08)
|
(0.02)
|
—
|
—
|
—
|
Total
distributions to shareholders
|
(0.37)
|
(0.33)
|
(0.19)
|
(0.06)
|
(0.10)
|
Net
asset value, end of period
|
$10.32
|
$10.42
|
$10.62
|
$10.22
|
$10.49
|
Total
return
|
2.58%
|
1.21%
|
5.78%
|
(1.96%)
|
1.62%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.62%
|
0.62%
|
0.62%
|
0.62%
|
0.63%
|
Total
net expenses
(b)
|
0.62%
|
0.62%
|
0.62%
|
0.62%
|
0.63%
|
Net
investment income
|
2.25%
|
2.33%
|
2.35%
|
1.69%
|
0.78%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$139,813
|
$151,492
|
$177,268
|
$206,903
|
$304,109
|
Portfolio
turnover
|
333%
|
356%
|
300%
|
433%
|
238%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – BlackRock
Global Inflation-Protected Securities Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$5.07
|
$9.49
|
$8.74
|
$9.56
|
$9.58
|
Income
from investment operations:
|
Net
investment income (loss)
|
0.01
|
(0.07)
|
0.10
|
0.07
|
0.20
|
Net
realized and unrealized gain (loss)
|
0.43
|
(0.01)
(a)
|
0.65
|
(0.58)
|
0.35
|
Total
from investment operations
|
0.44
|
(0.08)
|
0.75
|
(0.51)
|
0.55
|
Less
distributions to shareholders:
|
Net
investment income
|
—
|
(3.51)
|
—
|
(0.00)
(b)
|
(0.45)
|
Net
realized gains
|
—
|
(0.83)
|
—
|
(0.31)
|
(0.12)
|
Total
distributions to shareholders
|
—
|
(4.34)
|
—
|
(0.31)
|
(0.57)
|
Net
asset value, end of period
|
$5.51
|
$5.07
|
$9.49
|
$8.74
|
$9.56
|
Total
return
|
8.68%
|
(1.38%)
|
8.58%
|
(5.37%)
|
5.86%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
0.68%
|
0.58%
|
0.57%
(d)
|
0.56%
|
0.55%
|
Total
net expenses
(e)
|
0.64%
|
0.58%
|
0.57%
(d)
|
0.56%
|
0.55%
|
Net
investment income (loss)
|
0.18%
|
(0.77%)
|
1.14%
|
0.80%
|
2.09%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$11
|
$11
|
$1,296,797
|
$1,765,508
|
$2,635,289
|
Portfolio
turnover
|
72%
|
89%
|
94%
|
97%
|
61%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
Rounds to zero.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – BlackRock
Global Inflation-Protected Securities Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$4.99
|
$9.41
|
$8.68
|
$9.52
|
$9.55
|
Income
from investment operations:
|
Net
investment income (loss)
|
(0.00)
(a)
|
(0.02)
|
0.07
|
0.05
|
0.17
|
Net
realized and unrealized gain (loss)
|
0.42
|
(0.08)
(b)
|
0.66
|
(0.58)
|
0.35
|
Total
from investment operations
|
0.42
|
(0.10)
|
0.73
|
(0.53)
|
0.52
|
Less
distributions to shareholders:
|
Net
investment income
|
—
|
(3.49)
|
—
|
—
|
(0.43)
|
Net
realized gains
|
—
|
(0.83)
|
—
|
(0.31)
|
(0.12)
|
Total
distributions to shareholders
|
—
|
(4.32)
|
—
|
(0.31)
|
(0.55)
|
Net
asset value, end of period
|
$5.41
|
$4.99
|
$9.41
|
$8.68
|
$9.52
|
Total
return
|
8.42%
|
(1.64%)
|
8.41%
|
(5.61%)
|
5.61%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
0.93%
|
0.89%
|
0.82%
(d)
|
0.81%
|
0.80%
|
Total
net expenses
(e)
|
0.89%
|
0.86%
|
0.82%
(d)
|
0.81%
|
0.80%
|
Net
investment income (loss)
|
(0.07%)
|
(0.28%)
|
0.81%
|
0.57%
|
1.79%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$10,801
|
$7,898
|
$7,022
|
$6,693
|
$9,443
|
Portfolio
turnover
|
72%
|
89%
|
94%
|
97%
|
61%
|
Notes to Financial Highlights
(b)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – BlackRock
Global Inflation-Protected Securities Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$5.06
|
$9.48
|
$8.73
|
$9.56
|
$9.59
|
Income
from investment operations:
|
Net
investment income (loss)
|
0.00
(a)
|
(0.02)
|
0.09
|
0.06
|
0.19
|
Net
realized and unrealized gain (loss)
|
0.43
|
(0.07)
(b)
|
0.66
|
(0.58)
|
0.33
|
Total
from investment operations
|
0.43
|
(0.09)
|
0.75
|
(0.52)
|
0.52
|
Less
distributions to shareholders:
|
Net
investment income
|
—
|
(3.50)
|
—
|
—
|
(0.43)
|
Net
realized gains
|
—
|
(0.83)
|
—
|
(0.31)
|
(0.12)
|
Total
distributions to shareholders
|
—
|
(4.33)
|
—
|
(0.31)
|
(0.55)
|
Net
asset value, end of period
|
$5.49
|
$5.06
|
$9.48
|
$8.73
|
$9.56
|
Total
return
|
8.50%
|
(1.49%)
|
8.59%
|
(5.48%)
|
5.61%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
0.80%
|
0.76%
|
0.69%
(d)
|
0.68%
|
0.68%
|
Total
net expenses
(e)
|
0.77%
|
0.74%
|
0.69%
(d)
|
0.68%
|
0.68%
|
Net
investment income (loss)
|
0.05%
|
(0.23%)
|
1.00%
|
0.66%
|
1.95%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$123,299
|
$135,276
|
$166,432
|
$198,342
|
$299,702
|
Portfolio
turnover
|
72%
|
89%
|
94%
|
97%
|
61%
|
Notes to Financial Highlights
(b)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – MFS
®
Blended Research
®
Core Equity
Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.49
|
$15.40
|
$13.76
|
$10.71
|
$9.65
|
Income
from investment operations:
|
Net
investment income
|
0.22
|
0.64
(a)
|
0.24
|
0.22
|
0.15
|
Net
realized and unrealized gain (loss)
|
1.29
|
(0.55)
|
1.40
|
2.83
|
0.91
|
Total
from investment operations
|
1.51
|
0.09
|
1.64
|
3.05
|
1.06
|
Net
asset value, end of period
|
$17.00
|
$15.49
|
$15.40
|
$13.76
|
$10.71
|
Total
return
|
9.75%
|
0.58%
|
11.92%
|
28.48%
|
10.98%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
0.79%
|
0.82%
|
0.82%
|
0.84%
|
0.84%
|
Total
net expenses
(c)
|
0.77%
|
0.77%
|
0.77%
|
0.77%
|
0.78%
|
Net
investment income
|
1.39%
|
4.14%
|
1.65%
|
1.74%
|
1.41%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,670,305
|
$1,691,555
|
$1,901,583
|
$1,454,206
|
$893,849
|
Portfolio
turnover
|
115%
|
67%
|
49%
|
29%
|
85%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.39 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.29
|
$15.24
|
$13.66
|
$10.65
|
$9.63
|
Income
from investment operations:
|
Net
investment income
|
0.18
|
0.65
(a)
|
0.20
|
0.18
|
0.13
|
Net
realized and unrealized gain (loss)
|
1.28
|
(0.60)
|
1.38
|
2.83
|
0.89
|
Total
from investment operations
|
1.46
|
0.05
|
1.58
|
3.01
|
1.02
|
Net
asset value, end of period
|
$16.75
|
$15.29
|
$15.24
|
$13.66
|
$10.65
|
Total
return
|
9.55%
|
0.33%
|
11.57%
|
28.26%
|
10.59%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.04%
|
1.07%
|
1.07%
|
1.09%
|
1.09%
|
Total
net expenses
(c)
|
1.02%
|
1.02%
|
1.02%
|
1.02%
|
1.03%
|
Net
investment income
|
1.13%
|
4.22%
|
1.40%
|
1.49%
|
1.25%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$8,549
|
$8,239
|
$6,188
|
$4,593
|
$2,124
|
Portfolio
turnover
|
115%
|
67%
|
49%
|
29%
|
85%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.43 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – MFS
®
Blended Research
®
Core Equity Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.38
|
$15.31
|
$13.70
|
$10.67
|
$9.64
|
Income
from investment operations:
|
Net
investment income
|
0.20
|
0.62
(a)
|
0.22
|
0.20
|
0.14
|
Net
realized and unrealized gain (loss)
|
1.29
|
(0.55)
|
1.39
|
2.83
|
0.89
|
Total
from investment operations
|
1.49
|
0.07
|
1.61
|
3.03
|
1.03
|
Net
asset value, end of period
|
$16.87
|
$15.38
|
$15.31
|
$13.70
|
$10.67
|
Total
return
|
9.69%
|
0.46%
|
11.75%
|
28.40%
|
10.68%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
0.92%
|
0.95%
|
0.95%
|
0.96%
|
0.96%
|
Total
net expenses
(c)
|
0.90%
|
0.89%
|
0.90%
|
0.90%
|
0.90%
|
Net
investment income
|
1.27%
|
4.04%
|
1.52%
|
1.62%
|
1.30%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$42,830
|
$46,975
|
$54,159
|
$59,983
|
$53,529
|
Portfolio
turnover
|
115%
|
67%
|
49%
|
29%
|
85%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.39 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Partners
Small Cap Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$20.81
|
$22.92
|
$22.43
|
$16.61
|
$14.62
|
Income
from investment operations:
|
Net
investment income
|
0.09
|
0.19
|
0.11
|
0.08
|
0.18
|
Net
realized and unrealized gain (loss)
|
5.24
|
(2.30)
|
0.38
|
5.74
|
1.81
|
Increase
from payment by affiliate
|
0.00
(a)
|
—
|
—
|
—
|
—
|
Total
from investment operations
|
5.33
|
(2.11)
|
0.49
|
5.82
|
1.99
|
Net
asset value, end of period
|
$26.14
|
$20.81
|
$22.92
|
$22.43
|
$16.61
|
Total
return
|
25.61%
(b)
|
(9.21%)
|
2.18%
|
35.04%
|
13.61%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
1.02%
|
1.07%
|
1.05%
|
1.05%
|
1.06%
|
Total
net expenses
(d)
|
0.93%
|
0.93%
|
0.88%
|
0.89%
|
0.94%
|
Net
investment income
|
0.40%
|
0.84%
|
0.50%
|
0.40%
|
1.12%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$712,682
|
$985,530
|
$1,469,779
|
$1,673,954
|
$1,428,971
|
Portfolio
turnover
|
60%
|
48%
|
83%
|
69%
|
60%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.01%.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Partners
Small Cap Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$20.51
|
$22.65
|
$22.22
|
$16.50
|
$14.56
|
Income
from investment operations:
|
Net
investment income
|
0.04
|
0.14
|
0.06
|
0.03
|
0.15
|
Net
realized and unrealized gain (loss)
|
5.16
|
(2.28)
|
0.37
|
5.69
|
1.79
|
Increase
from payment by affiliate
|
0.00
(a)
|
—
|
—
|
—
|
—
|
Total
from investment operations
|
5.20
|
(2.14)
|
0.43
|
5.72
|
1.94
|
Net
asset value, end of period
|
$25.71
|
$20.51
|
$22.65
|
$22.22
|
$16.50
|
Total
return
|
25.35%
(b)
|
(9.45%)
|
1.94%
|
34.67%
|
13.32%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
1.25%
|
1.32%
|
1.30%
|
1.31%
|
1.31%
|
Total
net expenses
(d)
|
1.18%
|
1.18%
|
1.13%
|
1.14%
|
1.19%
|
Net
investment income
|
0.17%
|
0.65%
|
0.25%
|
0.15%
|
0.99%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$5,749
|
$4,017
|
$3,845
|
$3,715
|
$1,730
|
Portfolio
turnover
|
60%
|
48%
|
83%
|
69%
|
60%
|
Notes to Financial Highlights
(b)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.01%.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Partners
Small Cap Value Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$20.64
|
$22.77
|
$22.31
|
$16.55
|
$14.58
|
Income
from investment operations:
|
Net
investment income
|
0.06
|
0.17
|
0.08
|
0.05
|
0.15
|
Net
realized and unrealized gain (loss)
|
5.21
|
(2.30)
|
0.38
|
5.71
|
1.82
|
Increase
from payment by affiliate
|
0.00
(a)
|
—
|
—
|
—
|
—
|
Total
from investment operations
|
5.27
|
(2.13)
|
0.46
|
5.76
|
1.97
|
Net
asset value, end of period
|
$25.91
|
$20.64
|
$22.77
|
$22.31
|
$16.55
|
Total
return
|
25.53%
(b)
|
(9.36%)
|
2.06%
|
34.80%
|
13.51%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
1.13%
|
1.19%
|
1.17%
|
1.18%
|
1.18%
|
Total
net expenses
(d)
|
1.05%
|
1.05%
|
1.01%
|
1.01%
|
1.07%
|
Net
investment income
|
0.29%
|
0.77%
|
0.37%
|
0.28%
|
0.95%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$134,434
|
$129,360
|
$171,426
|
$211,018
|
$200,780
|
Portfolio
turnover
|
60%
|
48%
|
83%
|
69%
|
60%
|
Notes to Financial Highlights
(b)
|
The Fund received a payment
from an affiliate. Had the Fund not received this payment, the total return would have been lower by 0.01%.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Victory
Sycamore Established Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$18.78
|
$18.73
|
$16.69
|
$12.27
|
$10.48
|
Income
from investment operations:
|
Net
investment income
|
0.15
|
0.14
|
0.19
|
0.11
|
0.14
|
Net
realized and unrealized gain (loss)
|
3.75
|
(0.09)
(a)
|
1.85
|
4.31
|
1.65
|
Total
from investment operations
|
3.90
|
0.05
|
2.04
|
4.42
|
1.79
|
Net
asset value, end of period
|
$22.68
|
$18.78
|
$18.73
|
$16.69
|
$12.27
|
Total
return
|
20.77%
|
0.27%
|
12.22%
|
36.02%
|
17.08%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
0.88%
|
0.91%
|
0.90%
|
0.89%
(c)
|
0.90%
|
Total
net expenses
(d)
|
0.86%
|
0.89%
|
0.89%
|
0.88%
(c)
|
0.87%
|
Net
investment income
|
0.74%
|
0.71%
|
1.10%
|
0.74%
|
1.18%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$409,756
|
$176,428
|
$814,123
|
$1,006,504
|
$951,190
|
Portfolio
turnover
|
46%
|
53%
|
45%
|
45%
|
151%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Victory
Sycamore Established Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$18.52
|
$18.52
|
$16.55
|
$12.20
|
$10.44
|
Income
from investment operations:
|
Net
investment income
|
0.10
|
0.12
|
0.17
|
0.08
|
0.12
|
Net
realized and unrealized gain (loss)
|
3.70
|
(0.12)
(a)
|
1.80
|
4.27
|
1.64
|
Total
from investment operations
|
3.80
|
—
|
1.97
|
4.35
|
1.76
|
Net
asset value, end of period
|
$22.32
|
$18.52
|
$18.52
|
$16.55
|
$12.20
|
Total
return
|
20.52%
|
0.00%
(b)
|
11.90%
|
35.66%
|
16.86%
|
Ratios
to average net assets
(c)
|
Total
gross expenses
|
1.14%
|
1.18%
|
1.15%
|
1.15%
(d)
|
1.15%
|
Total
net expenses
(e)
|
1.11%
|
1.14%
|
1.15%
|
1.13%
(d)
|
1.12%
|
Net
investment income
|
0.49%
|
0.63%
|
0.97%
|
0.54%
|
1.00%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$26,182
|
$14,431
|
$9,040
|
$7,189
|
$3,690
|
Portfolio
turnover
|
46%
|
53%
|
45%
|
45%
|
151%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
Financial Highlights — VP – Victory
Sycamore Established Value Fund
(continued)
|
Year
Ended December 31,
|
Class
3
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$18.66
|
$18.63
|
$16.63
|
$12.24
|
$10.47
|
Income
from investment operations:
|
Net
investment income
|
0.12
|
0.14
|
0.18
|
0.09
|
0.12
|
Net
realized and unrealized gain (loss)
|
3.73
|
(0.11)
(a)
|
1.82
|
4.30
|
1.65
|
Total
from investment operations
|
3.85
|
0.03
|
2.00
|
4.39
|
1.77
|
Net
asset value, end of period
|
$22.51
|
$18.66
|
$18.63
|
$16.63
|
$12.24
|
Total
return
|
20.63%
|
0.16%
|
12.03%
|
35.87%
|
16.91%
|
Ratios
to average net assets
(b)
|
Total
gross expenses
|
1.01%
|
1.05%
|
1.02%
|
1.02%
(c)
|
1.02%
|
Total
net expenses
(d)
|
0.99%
|
1.02%
|
1.02%
|
1.01%
(c)
|
1.00%
|
Net
investment income
|
0.61%
|
0.73%
|
1.04%
|
0.64%
|
1.04%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$44,076
|
$27,637
|
$22,804
|
$21,928
|
$16,153
|
Portfolio
turnover
|
46%
|
53%
|
45%
|
45%
|
151%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio Funds
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies and participants in Qualified Plans. Please refer to your Contract prospectus or Qualified Plan disclosure documents for information about how to buy, sell and transfer shares of the
Fund.
Additional Information About the
Fund
Additional information about the Fund’s
investments is available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance
during its last fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia Variable Portfolio – Limited Duration Credit
Fund
Columbia Variable Portfolio – U.S.
Equities Fund
Variable Portfolio –
American Century Diversified Bond Fund
Variable Portfolio – CenterSquare Real Estate
Fund
Variable Portfolio – Columbia Wanger
International Equities Fund
Variable
Portfolio – DFA International Value Fund
Variable Portfolio – Eaton Vance
Floating-Rate Income Fund
Variable Portfolio –
Jennison Mid Cap Growth Fund
Variable
Portfolio – Loomis Sayles Growth Fund
Variable Portfolio – Los Angeles Capital
Large Cap Growth Fund
(known as
Variable Portfolio – Nuveen Winslow Large Cap Growth Fund prior to 5/1/17)
Variable Portfolio – MFS
®
Value Fund
Variable Portfolio – Morgan Stanley Advantage
Fund
Variable Portfolio – Oppenheimer
International Growth Fund
Variable Portfolio
– Partners Core Bond Fund
(known as Variable
Portfolio – J.P. Morgan Core Bond Fund prior to 5/1/17)
Variable Portfolio – Partners Small Cap
Growth Fund
Variable Portfolio –
Pyramis
®
International Equity Fund
Variable Portfolio – T.
Rowe Price Large Cap Value Fund
(known as Variable
Portfolio – NFJ Dividend Value Fund prior to 11/14/16)
Variable Portfolio – TCW Core Plus Bond
Fund
Variable Portfolio – Wells Fargo
Short Duration Government Fund
Each above-named Columbia Variable Portfolio and Variable
Portfolio Fund (each a “VP Fund” or a “Fund” and together the “VP Funds” or the “Funds”) may offer Class 1 and Class 2 to separate accounts funding variable annuity contracts and variable life
insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and certain other qualified institutional investors authorized by Columbia Management
Investment Distributors, Inc. (the Distributor). There are no exchange ticker symbols associated with shares of the Funds.
Pyramis® is a registered service mark of FMR LLC. Used
with permission.
As with all mutual funds, the
Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
SUMMARIES
OF THE FUNDS
Investment Objective(s), Fees and Expenses of the Fund, Principal Investment Strategies, Principal Risks, Performance Information,
Fund Management, Purchase and Sale of Fund Shares, Tax Information, Payments to Broker-Dealers and Other Financial Intermediaries
|
|
|
3
|
|
9
|
|
15
|
|
23
|
|
27
|
|
33
|
|
40
|
|
47
|
|
51
|
|
56
|
|
61
|
|
66
|
|
72
|
|
78
|
|
84
|
|
89
|
|
94
|
|
99
|
|
107
|
MORE INFORMATION ABOUT THE FUNDS
Investment Objective(s), Principal Investment
Strategies, Principal Risks, Portfolio Management
|
|
|
114
|
|
119
|
|
126
|
|
135
|
|
138
|
|
143
|
|
150
|
|
157
|
|
161
|
|
165
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Summary of Columbia VP – Limited Duration
Credit Fund
Investment Objective
Columbia Variable Portfolio (VP) – Limited Duration
Credit Fund (the Fund) seeks to provide shareholders with a level of current income consistent with preservation of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.48%
|
0.48%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.55%
|
0.80%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$56
|
$176
|
$307
|
$689
|
Class
2
(whether or not shares are redeemed)
|
$82
|
$255
|
$444
|
$990
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 102% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in corporate bonds. The Fund will primarily invest in debt securities with short- and intermediate-term maturities generally similar to those included in
the Fund’s benchmark index, the Bloomberg Barclays U.S. 1-5 Year Corporate Index (the Index). The Fund may invest up to 15% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated
but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds).
Summary of Columbia VP – Limited Duration
Credit Fund
(continued)
The Fund’s duration is managed to help
reduce volatility associated with changes in interest rates. Under normal conditions, the Fund will target duration to be similar to or lower than that of the Index, but will not exceed that of the Index by more than one year. As of March 31, 2017,
the duration of the Index was 2.69 years.
The
Fund may invest in privately placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and
certain regulatory restrictions.
The Fund may invest up
to 25% of its net assets in foreign investments, including emerging markets.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial
obligations, such as making payments to the Fund when due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk
as compared to higher-rated securities. Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than
investment grade fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on
analysis of credit risk more heavily than usual.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by
Summary of Columbia VP – Limited Duration
Credit Fund
(continued)
fluctuations in a foreign currency's strength or weakness relative to the
U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for
Summary of Columbia VP – Limited Duration
Credit Fund
(continued)
example, the relatively less frequent
pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market
liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present
enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Summary of Columbia VP – Limited Duration
Credit Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2016
|
2.62%
|
Worst
|
3rd Quarter 2015
|
-1.77%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
5.53%
|
2.26%
|
2.47%
|
Class
2
|
05/07/2010
|
5.28%
|
2.02%
|
2.21%
|
Bloomberg
Barclays U.S. 1-5 Year Corporate Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.87%
|
2.76%
|
3.01%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Tom
Murphy, CFA
|
|
Vice
President, Senior Portfolio Manager and Global Head of Investment Grade Credit
|
|
Co-manager
|
|
2010
|
Timothy
Doubek, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Royce
D. Wilson, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2012
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Summary of Columbia VP – Limited Duration
Credit Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of Columbia VP – U.S. Equities
Fund
Investment Objective
Columbia Variable Portfolio (VP) – U.S. Equities Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.84%
|
0.84%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.91%
|
1.16%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.03%)
|
(0.03%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.88%
|
1.13%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.88% for Class 1 and 1.13% for Class 2.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or
reimbursements shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples.
Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
90
|
$287
|
$501
|
$1,117
|
Class
2
(whether or not shares are redeemed)
|
$115
|
$366
|
$635
|
$1,406
|
Summary of Columbia VP – U.S. Equities Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 103% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, at least 80% of the Fund’s
net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of U.S. companies.
Under normal circumstances, the Fund (i) invests a majority of
its net assets in the common stock of small- and mid-sized companies with market capitalizations under $5 billion at the time of initial investment (Focus Stocks) and (ii) may also invest in companies with market capitalizations above $5 billion,
provided that immediately after that investment a majority of the Fund’s net assets would be invested in Focus Stocks. The Fund may continue to hold, and to make additional investments in, Focus Stocks whose market capitalization has grown to
exceed $5 billion, regardless of whether the Fund’s investments in Focus Stocks are a majority of the Fund’s net assets.
The Fund may also invest up to 20% of its
net assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial
services sector. The Fund also may invest in real estate investment trusts.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) and options, for hedging or investment purposes.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager for the Fund and will attempt to achieve the Fund’s objective by managing a portion of the Fund’s assets (the Columbia Management sleeve) and selecting one or more
subadvisers to manage other sleeves independently of each other and Columbia Management. A portion of the Fund’s assets is subadvised by Columbia Wanger Asset Management, LLC (CWAM), a wholly-owned affiliate of the Investment Manager. The
subadviser and Columbia Management each make investment decisions for their respective sleeves independently of one another.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in
Summary of Columbia VP – U.S. Equities Fund
(continued)
Fund losses if the underlying reference does
not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s
derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or
other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors,
including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the
value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund
to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or
Summary of Columbia VP – U.S. Equities Fund
(continued)
other taxes on the Fund’s income, capital gains or proceeds from the
disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Multi-Adviser Risk.
The Fund has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the
security selection process of one adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a
result, the Fund's exposure to a given security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial
Summary of Columbia VP – U.S. Equities Fund
(continued)
services sector are subject to extensive governmental regulation that may
limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of
capital.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 2015, when the
Investment Manager assumed day-to-day management responsibilities over a portion of the Fund's portfolio, reflects returns achieved by a single subadviser that managed the Fund's portfolio according to different principal investment
strategies. If the Fund’s current management and strategies had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
17.07%
|
Worst
|
3rd Quarter 2011
|
-22.75%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Year
|
Life
of Fund
|
Class
1
|
05/07/2010
|
17.64%
|
12.99%
|
11.65%
|
Class
2
|
05/07/2010
|
17.32%
|
12.71%
|
11.36%
|
Russell
2000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
21.31%
|
14.46%
|
13.18%
|
Summary of Columbia VP – U.S. Equities Fund
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2015
|
Jarl
Ginsberg, CFA, CAIA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Christian
Stadlinger, Ph.D., CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Hoffman
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
January
2017
|
Subadviser:
Columbia Wanger Asset Management, LLC (CWAM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Matthew
A. Litfin, CFA
|
|
Director
of Research (U.S.) and Portfolio Manager
|
|
Lead
manager
|
|
2016
|
William
J. Doyle, CFA
|
|
Portfolio
Manager and Analyst
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – American Century
Diversified Bond Fund
Investment Objective
Variable Portfolio (VP) – American Century Diversified
Bond Fund (the Fund) seeks to provide shareholders with a high level of current income.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.48%
|
0.48%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.55%
|
0.80%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$56
|
$176
|
$307
|
$689
|
Class
2
(whether or not shares are redeemed)
|
$82
|
$255
|
$444
|
$990
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 170% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government,
Summary of VP – American Century
Diversified Bond Fund
(continued)
corporate bonds, and mortgage- and
asset-backed securities. Although the Fund emphasizes high- and medium-quality debt securities, it may assume increased credit risk by investing in below investment-grade fixed-income securities (commonly referred to as “high-yield”
investments or “junk” bonds).
The
Fund may invest in securities issued or guaranteed by the U.S. Treasury and certain U.S. Government agencies or instrumentalities such as the Government National Mortgage Association (Ginnie Mae). Ginnie Mae is supported by the full faith and credit
of the U.S. Government. Securities issued or guaranteed by other U.S. Government agencies or instrumentalities, such as the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac), and the Federal
Home Loan Bank (FHLB) are not guaranteed by the U.S. Treasury or supported by the full faith and credit of the U.S. Government. However, they are authorized to borrow from the U.S. Treasury to meet their obligations.
The Fund may invest up to 25% of its net
assets in debt instruments of foreign issuers, including issuers in emerging markets.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) in an effort to manage interest rate exposure, to produce
incremental earnings, to hedge existing positions, and to increase market exposure and investment flexibility.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy
may involve the frequent trading of portfolio securities.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial
obligations, such as making payments to the Fund when due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk
as compared to higher-rated securities. Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than
investment grade fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on
analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more
Summary of VP – American Century
Diversified Bond Fund
(continued)
traditional investment instruments. The
Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price,
rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of
factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Summary of VP – American Century
Diversified Bond Fund
(continued)
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater
Summary of VP – American Century
Diversified Bond Fund
(continued)
its sensitivity to changes in interest rates. Interest rate declines also may
increase prepayments of debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can
result in increases in interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of
the Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An
issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the
Summary of VP – American Century
Diversified Bond Fund
(continued)
full faith and credit of a particular U.S. Government agency, authority,
enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage
insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the
possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields.
Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – American Century
Diversified Bond Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2011
|
3.22%
|
Worst
|
2nd Quarter 2013
|
-2.72%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
3.66%
|
2.43%
|
3.40%
|
Class
2
|
05/07/2010
|
3.42%
|
2.18%
|
3.15%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
American Century Investment Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Robert
Gahagan
|
|
Senior
Vice President and Senior Portfolio Manager of American Century (Macro Strategy Team Representative)
|
|
Co-manager
|
|
2010
|
Alejandro
Aguilar, CFA
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
Jeffrey
Houston, CFA
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
Brian
Howell
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
G.
David MacEwen
|
|
Co-Chief
Investment Officer and Senior Vice President of American Century (Macro Strategy Team Representative)
|
|
Co-manager
|
|
2010
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Summary of VP – American Century
Diversified Bond Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio –
CenterSquare Real Estate Fund
Summary of VP – CenterSquare Real Estate
Fund
Investment Objective
Variable Portfolio (VP) – CenterSquare Real Estate Fund
(the Fund) seeks to provide shareholders with current income and capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.75%
|
0.75%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.10%
|
0.10%
|
Total
annual Fund operating expenses
|
0.85%
|
1.10%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
87
|
$271
|
$471
|
$1,049
|
Class
2
(whether or not shares are redeemed)
|
$112
|
$350
|
$606
|
$1,340
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 83% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity and equity-related securities issued by companies in the real estate industry. A company is considered to be in the real estate industry if it (i) derives
at least 50% of its revenues or profits from the ownership, construction, management, financing or sale of residential, commercial or industrial real
Variable Portfolio –
CenterSquare Real Estate Fund
Summary of VP – CenterSquare Real Estate
Fund
(continued)
estate or (ii) has at least 50% of the fair market value of its assets
invested in residential, commercial or industrial real estate. Companies in the real estate industry include, among others, real estate operating companies (REOCs) and real estate investment trusts (REITs).
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in
less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing
regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less
liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to
liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an
increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for
Variable Portfolio –
CenterSquare Real Estate Fund
Summary of VP – CenterSquare Real Estate
Fund
(continued)
favorable tax treatment under the Internal Revenue Code of 1986, as amended.
Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended. Because the value of REITs and other real
estate-related companies may fluctuate widely in response to changes in factors affecting the real estate markets, the value of an investment in the Fund may be more volatile than the value of an investment in a fund that is invested in a more
diverse range of market sectors.
Small Company Securities
Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to
have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the
securities of larger companies.
Performance
Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to June 2016 reflects
returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown
may have been different.
The Fund’s past performance
is no guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
14.33%
|
Worst
|
3rd Quarter 2011
|
-20.22%
|
Variable Portfolio –
CenterSquare Real Estate Fund
Summary of VP – CenterSquare Real Estate
Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
5.02%
|
9.87%
|
8.31%
|
Class
2
|
05/07/2010
|
4.76%
|
9.58%
|
8.04%
|
FTSE
NAREIT Equity REITs Index
(reflects no deductions for fees, expenses or taxes)
|
|
8.52%
|
12.01%
|
12.68%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
CenterSquare Investment Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dean
Frankel, CFA
|
|
Managing
Director, Global Co-Head, Real Estate Securities of CenterSquare
|
|
Co-manager
|
|
June 2016
|
Eric
Rothman, CFA
|
|
Portfolio
Manager of CenterSquare
|
|
Co-manager
|
|
June
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Columbia Wanger
International Equities Fund
Investment Objective
Variable Portfolio (VP) – Columbia Wanger International
Equities Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
1.03%
|
1.03%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
(b)
|
0.28%
|
0.28%
|
Total
annual Fund operating expenses
|
1.31%
|
1.56%
|
(a)
|
Management fees have been
restated to reflect current fees based on current asset levels.
|
(b)
|
Other expenses have been
restated and are based on estimated amounts for the Fund’s current fiscal year, taking into consideration changes in the Fund’s net assets.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$133
|
$415
|
$718
|
$1,579
|
Class
2
(whether or not shares are redeemed)
|
$159
|
$493
|
$850
|
$1,856
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 92% of the average value of its portfolio.
Summary of VP – Columbia Wanger
International Equities Fund
(continued)
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) will be invested in equity securities.
Under normal circumstances, the Fund invests at least 75% of
its total assets in foreign companies in developed markets (for example, Japan, Canada and the United Kingdom) and in emerging markets (for example, China, India and Brazil).
Under normal circumstances, the Fund invests
a majority of its net assets in the common stock of small- and midsized companies with market capitalizations under $5 billion at the time of initial investment. However, if the Fund’s investments in such companies represent less than a
majority of its net assets, the Fund may continue to hold and to make additional investments in an existing company in its portfolio even if that company’s capitalization has grown to exceed $5 billion. Under normal circumstances, the Fund may
invest in companies with market capitalizations above $5 billion at the time of initial investment, provided that immediately after that investment a majority of its net assets would be invested in companies whose market capitalizations were under
$5 billion at the time of initial investment. From time to time, the Fund may focus its investments in certain countries or geographic areas, including Japan. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the consumer discretionary sector and the industrials sector.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Summary of VP – Columbia Wanger
International Equities Fund
(continued)
Geographic Focus Risk.
The Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The
Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund.
Japan.
The Fund is highly
susceptible to the social, political, economic, regulatory and other conditions or events that may affect Japan’s economy. The Japanese economy is heavily dependent upon international trade, including, among other things, the export of
finished goods and the import of oil and other commodities and raw materials. Because of its trade dependence, the Japanese economy is particularly exposed to the risks of currency fluctuation, foreign trade policy and regional and global economic
disruption. Japanese government policy has been characterized by economic regulation, intervention, protectionism and large government deficits. The Japanese economy is also challenged by an unstable financial services sector, highly leveraged
corporate balance sheets and extensive cross-ownership among major corporations. Structural social and labor market changes, including an aging workforce, population decline and traditional aversion to labor mobility may adversely affect
Japan’s economic competitiveness and growth potential. The potential for natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could also have significant negative effects on Japan’s economy. As a result of
the Fund’s investment in Japanese securities, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Japan fall out of favor, it may cause the Fund to underperform other
funds that do not focus their investments in Japan.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector and the industrials sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or
Summary of VP – Columbia Wanger
International Equities Fund
(continued)
market events or conditions, which may make
the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a broad measure of market performance, as well as another measure of performance for markets in which the Fund may invest. Effective November 30, 2016, the Fund compares its performance to
the MSCI ACWI ex-USA Small Cap Index (Net) (the New Index). Prior to this date, the Fund compared its performance to that of the S&P Global ex-U.S. Cap Range Companies Between USD500 Million to USD5 Billion Index (the Former Index). The Fund's
investment manager believes that the New Index provides a more appropriate basis for comparing the Fund's performance. Information on the Former Index will be included for a one-year transition period. Thereafter, only the New Index will be
included.
Except for differences in annual
returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – Columbia Wanger
International Equities Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
14.68%
|
Worst
|
3rd Quarter 2011
|
-17.93%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
-0.57%
|
7.02%
|
6.30%
|
Class
2
|
05/07/2010
|
-0.78%
|
6.78%
|
6.07%
|
MSCI
ACWI ex USA Small Cap (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
3.91%
|
7.74%
|
6.55%
|
S&P
Global ex-U.S. Cap Range Companies Between USD500 Million to USD5 Billion Index
(reflects no deductions for fees, expenses or taxes)
|
|
6.73%
|
7.89%
|
6.90%
|
MSCI
ACWI ex USA Small Cap Growth Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
-0.28%
|
7.24%
|
4.92%*
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Columbia Wanger Asset Management, LLC (CWAM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Louis
J. Mendes, CFA
|
|
Director
of International Research, Portfolio Manager and Analyst
|
|
Co-manager
|
|
2010
|
P.
Zachary Egan, CFA
|
|
President,
Global Chief Investment Officer, Portfolio Manager and Analyst
|
|
Co-manager
|
|
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Summary of VP – Columbia Wanger
International Equities Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – DFA International Value
Fund
Investment Objective
Variable Portfolio (VP) – DFA International Value Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.79%
|
0.79%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.87%
|
1.12%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
89
|
$278
|
$482
|
$1,073
|
Class
2
(whether or not shares are redeemed)
|
$114
|
$356
|
$617
|
$1,363
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 17% of the average value of its portfolio.
Principal Investment Strategies
The Fund invests primarily in equity
securities of large non-U.S. companies associated with developed markets that the Fund’s portfolio managers determine to be value stocks at the time of purchase. These equity securities generally include common stock, preferred stock and
depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Summary of VP – DFA International Value
Fund
(continued)
Under normal circumstances, the Fund intends to invest at
least 40% of its assets in companies in three or more non-U.S. developed market countries. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe.
Investments for the Fund will not be based upon an
issuer’s dividend payment policy or record. However, many of the companies whose securities will be included in the Fund’s portfolio pay dividends. It is anticipated, therefore, that the Fund will receive dividend income.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts) in connection with the settlement of equity trades or the exchange of one currency for another and futures contracts (including equity futures and index futures) to adjust market
exposure based on actual or expected cash inflows to or outflows from the Fund.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its
obligations. As a result, the Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying
foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience
difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Summary of VP – DFA International Value
Fund
(continued)
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This
Summary of VP – DFA International Value
Fund
(continued)
could result in increased volatility in the value of the Fund’s
investments and losses for the Fund. Also, securities of some companies in the region can be less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The
Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can
pose significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Summary of VP – DFA International Value
Fund
(continued)
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the financial
services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to real estate
developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances, may lead to
losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that
they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes
the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform
as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Effective May 1, 2017, the Fund compares its
performance to that of the MSCI EAFE Value Index (Net) (the New Index). Prior to this date, the Fund compared its performance to that of the MSCI World ex-USA Value Index (Net) (the Former Index). The Fund’s investment manager believes that
the New Index provides a more appropriate basis for comparing the Fund's performance. Information on the Former Index will be included for a one-year transition period.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to November 2011 reflects
returns achieved by one or more different subadvisers. If the Fund’s current subadviser had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – DFA International Value
Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2013
|
13.61%
|
Worst
|
3rd Quarter 2011
|
-23.98%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
8.33%
|
5.45%
|
2.70%
|
Class
2
|
05/07/2010
|
8.08%
|
5.20%
|
2.45%
|
MSCI
EAFE Value Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
5.02%
|
6.28%
|
5.27%
|
MSCI
World ex-USA Value Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
7.39%
|
5.96%
|
5.10%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Dimensional Fund Advisors LP
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Joseph
Chi, CFA
|
|
Vice
President and Co-Head of Portfolio Management of DFA
|
|
Co-manager
|
|
2011
|
Jed
Fogdall
|
|
Vice
President and Co-Head of Portfolio Management of DFA
|
|
Co-manager
|
|
2011
|
Mary
Phillips, CFA
|
|
Vice
President and Senior Portfolio Manager of DFA
|
|
Co-manager
|
|
2015
|
Bhanu
Singh
|
|
Vice
President and Senior Portfolio Manager of DFA
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Summary of VP – DFA International Value
Fund
(continued)
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Eaton Vance Floating-Rate
Income Fund
Investment Objective
Variable Portfolio (VP) – Eaton Vance Floating-Rate
Income Fund (the Fund) seeks to provide shareholders with a high level of current income.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.70%
|
0.70%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.16%
|
0.16%
|
Total
annual Fund operating expenses
|
0.86%
|
1.11%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.13%)
|
(0.13%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.73%
|
0.98%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions,
will not exceed the annual rates of 0.73% for Class 1 and 0.98% for Class 2.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Since the waivers and/or reimbursements
shown in the
Annual Fund Operating Expenses
table above expire as indicated in the preceding table, they are only reflected in the 1 year example and the first year of the other examples. Although your actual
costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
75
|
$261
|
$464
|
$1,049
|
Class
2
(whether or not shares are redeemed)
|
$100
|
$340
|
$599
|
$1,340
|
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
Portfolio Turnover
The Fund may pay transaction costs,
such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in
the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 66% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in income producing floating rate loans and other floating rate debt securities.
These debt instruments will generally be
rated non-investment grade by recognized rating agencies (similar to “high-yield” investments or “junk bonds”) or, if unrated, determined to be of comparable quality. The Fund invests in senior floating rate loans of
borrowers (Senior Loans). The Fund may also purchase secured and unsecured subordinated loans, second lien loans and subordinate bridge loans (Junior Loans), or other floating rate debt instruments, fixed income debt instruments and money market
instruments. Other floating rate debt securities, fixed-income debt securities and money market instruments may include: bonds, notes and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its
agencies or instrumentalities; and commercial paper. For purposes of the 80% policy, money market holdings with a remaining maturity of less than 60 days will be deemed floating rate assets.
The Fund may invest up to 25% of its net assets in foreign
investments.
Floating rate loans are debt obligations of
companies and other similar entities that have interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate (such as London Interbank Offered Rate
(commonly known as LIBOR)) plus a premium). Floating rate loans are typically structured and administered by a financial institution that acts as the agent of the lenders participating in the floating rate loan. The Fund may acquire loans directly
through the agent or from another holder of the loan by assignment. They are generally valued on a daily basis by independent pricing services.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
Portfolio managers may avoid the receipt of material, non-public information (Confidential Information) about the issuers of floating rate loans (including from the issuer itself) being considered for acquisition by the
Fund, or held in the Fund. A decision not to receive Confidential Information may disadvantage the Fund and could adversely affect the Fund’s performance.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of
the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell
the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the
Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may include highly leveraged transactions whereby the borrower assumes large amounts of debt in order to have the financial resources to attempt to achieve
its business objectives. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
from it but will generally affect the value of the Fund's shares. In general,
the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn, would increase prepayment risk.
Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may negatively affect the value of
fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to interest rate changes, but these debt instruments may decline in
value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt instruments reset only periodically, changes in prevailing interest
rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease. Rising
interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets. There
is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower defaults, the Fund’s access
to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan, and the Fund, to enforce its rights in the
event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s
capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the
borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The Fund may acquire a participation interest in a loan
that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally would not have any direct rights
against the borrower.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose
money over short or long periods.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2016
|
3.30%
|
Worst
|
3rd Quarter 2011
|
-2.55%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
10.56%
|
4.25%
|
3.99%
|
Class
2
|
05/07/2010
|
10.29%
|
4.00%
|
3.62%
|
S&P/LSTA
Leveraged Loan Index
(reflects no deductions for fees, expenses or taxes)
|
|
10.16%
|
5.11%
|
4.80%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Eaton Vance Management (Eaton Vance)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Scott
Page, CFA
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Craig
Russ
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Andrew
Sveen, CFA
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts
Summary of VP – Eaton Vance Floating-Rate
Income Fund
(continued)
or Qualified Plans. If you are a Contract holder or Qualified Plan
participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Jennison Mid Cap Growth
Fund
Investment Objective
Variable Portfolio (VP) – Jennison Mid Cap Growth Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.81%
|
0.81%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.09%
|
0.09%
|
Total
annual Fund operating expenses
|
0.90%
|
1.15%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
92
|
$287
|
$498
|
$1,108
|
Class
2
(whether or not shares are redeemed)
|
$117
|
$365
|
$633
|
$1,398
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 36% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in the equity securities of mid-capitalization companies. Mid-capitalization companies are defined as those companies with a market
capitalization that falls within the range of the companies that comprise the Russell Midcap
®
Growth Index (the Index). The market capitalization
range of the companies included within the Index was $70.3 million to $59.4 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change.
Summary of VP – Jennison Mid Cap Growth
Fund
(continued)
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary and the information technology sectors.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mid-Cap Company Securities Risk.
Investments in mid-capitalization companies (mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because mid-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and may be less liquid than the securities of larger companies.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary and the information technology
sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Summary of VP – Jennison Mid Cap Growth
Fund
(continued)
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
14.30%
|
Worst
|
3rd Quarter 2011
|
-15.66%
|
Summary of VP – Jennison Mid Cap Growth
Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
3.70%
|
10.46%
|
10.18%
|
Class
2
|
05/07/2010
|
3.43%
|
10.16%
|
9.88%
|
Russell
Midcap Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.33%
|
13.51%
|
13.22%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Jennison Associates LLC (Jennison)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Mullman, CFA
|
|
Managing
Director and Portfolio Manager of Jennison
|
|
Co-manager
|
|
2010
|
Sheetal
Prasad, CFA
|
|
Managing
Director and Portfolio Manager of Jennison
|
|
Co-manager
|
|
January
2017
|
Purchase and Sale of
Fund Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Loomis Sayles Growth
Fund
Investment Objective
Variable Portfolio (VP) – Loomis Sayles Growth
Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.65%
|
0.65%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.73%
|
0.98%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
75
|
$233
|
$406
|
$
906
|
Class
2
(whether or not shares are redeemed)
|
$100
|
$312
|
$542
|
$1,201
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 19% of the average value of its portfolio.
Principal Investment Strategies
The Fund invests primarily in equity
securities of large-capitalization companies believed to have the potential for long-term growth. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
Summary of VP – Loomis Sayles Growth Fund
(continued)
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities, including emerging market securities, directly or indirectly through depositary receipts.
The Fund will not concentrate its assets in any single
industry but may from time to time invest more than 25% of its assets in companies conducting business in various industries within an economic sector. The Fund will typically invest in a limited number of companies.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Summary of VP – Loomis Sayles Growth Fund
(continued)
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector. Companies in the same
sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly
the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to March 2014 reflects
returns achieved by one or more different subadvisers. If the Fund’s current subadviser had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – Loomis Sayles Growth Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
15.88%
|
Worst
|
3rd Quarter 2011
|
-14.92%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Year
|
Life
of Fund
|
Class
1
|
05/07/2010
|
5.78%
|
14.28%
|
12.55%
|
Class
2
|
05/07/2010
|
5.57%
|
14.02%
|
12.27%
|
Russell
1000 Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.08%
|
14.50%
|
13.92%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Loomis, Sayles & Company, L.P. (Loomis Sayles)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Aziz
Hamzaogullari, CFA
|
|
Vice
President and Portfolio Manager of Loomis Sayles
|
|
Manager
|
|
2014
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Summary of VP – Loomis Sayles Growth Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Los
Angeles Capital Large Cap Growth Fund
Investment Objective
Variable Portfolio (VP) – Los Angeles Capital Large Cap
Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.70%
|
0.70%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.77%
|
1.02%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
79
|
$246
|
$428
|
$
954
|
Class
2
(whether or not shares are redeemed)
|
$104
|
$325
|
$563
|
$1,248
|
Portfolio Turnover
The Fund may pay transaction costs, such as commissions, when
it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the
Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 91% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity securities of U.S. large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund may invest in preferred stock, real estate
Summary of VP – Los
Angeles Capital Large Cap Growth Fund
(continued)
investment trusts (REITs) and master limited partnerships
(MLPs). The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector, the health care sector and the information technology sector.
The Fund’s subadviser uses quantitative methods to
identify investment opportunities and construct the Fund’s portfolio.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Master Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Investors have more limited rights to vote on matters affecting the partnership. Investments
are also subject to certain tax risks and conflicts of interest may exist between common unit holders, subordinated unit holders and the general partner of a master limited partnership.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Quantitative Model
Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the
models will perform as expected.
Real
Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to,
among other things, risks similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in
interest rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors,
changes in the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other
economic, political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have
Summary of VP – Los
Angeles Capital Large Cap Growth Fund
(continued)
limited financial resources, may have less trading volume in
their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as
amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector, the health care sector and the information
technology sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that
invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services (especially for companies dependent
upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar
litigation as well as product obsolescence.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
Summary of VP – Los
Angeles Capital Large Cap Growth Fund
(continued)
The Fund’s performance prior to May 2017 reflects
returns achieved by one or more different subadvisers. If the Fund’s current subadviser had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
17.43%
|
Worst
|
3rd Quarter 2011
|
-15.40%
|
Average Annual Total Returns (for periods ended
December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
-2.41%
|
12.16%
|
11.19%
|
Class
2
|
05/07/2010
|
-2.59%
|
11.88%
|
10.91%
|
Russell
1000 Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.08%
|
14.50%
|
13.92%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Los Angeles Capital Management and Equity Research, Inc. (Los Angeles Capital)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Thomas
Stevens, CFA
|
|
Chairman,
CEO and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Hal
Reynolds, CFA
|
|
Chief
Investment Officer and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Daniel
Allen, CFA
|
|
President
and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Daniel
Arche, CFA
|
|
Portfolio
Manager of Los Angeles Capital
|
|
Co-manager
|
|
May
2017
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Summary of VP – Los
Angeles Capital Large Cap Growth Fund
(continued)
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – MFS
®
Value Fund
Investment Objective
Variable Portfolio (VP) – MFS
®
Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.67%
|
0.67%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.74%
|
0.99%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
76
|
$237
|
$411
|
$
918
|
Class
2
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 23% of the average value of its portfolio.
Principal Investment Strategies
The Fund’s assets are invested primarily in equity
securities. The Fund invests primarily in stocks of companies that are believed to be undervalued compared to their perceived worth (value companies). Value companies tend to have stock prices that are low relative to their earnings, dividends,
assets, or other financial measures.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Summary of VP – MFS
®
Value Fund
(continued)
Equity securities in which the Fund may invest include common
stocks, preferred stocks, securities convertible into common stocks, equity interests in real estate investment trusts (REITs) and depositary receipts for such securities.
While the Fund may invest its assets in companies of any size, the Fund
generally focuses on large-capitalization companies. Large-capitalization companies are defined by the Fund as those companies with market capitalizations of at least $5 billion at the time of purchase.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Summary of VP – MFS
®
Value Fund
(continued)
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Real Estate-Related
Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other
things, risks similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest
rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in
the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic,
political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their
securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended.
Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than
Summary of VP – MFS
®
Value Fund
(continued)
expected for the value of these investments
to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
12.41%
|
Worst
|
3rd Quarter 2011
|
-15.34%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
14.03%
|
14.55%
|
11.97%
|
Class
2
|
05/07/2010
|
13.73%
|
14.26%
|
11.70%
|
Russell
1000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
17.34%
|
14.80%
|
13.07%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Massachusetts Financial Services Company
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Nevin
Chitkara
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2010
|
Steve
Gorham
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2010
|
Summary of VP – MFS
®
Value Fund
(continued)
Purchase and Sale of Fund Shares
The Fund is available for purchase through Contracts offered
by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be purchased or sold by
individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about minimum investment
requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Morgan Stanley Advantage
Fund
Investment Objective
Variable Portfolio (VP) – Morgan Stanley Advantage
Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.70%
|
0.70%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.78%
|
1.03%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
80
|
$249
|
$433
|
$
966
|
Class
2
(whether or not shares are redeemed)
|
$105
|
$328
|
$569
|
$1,259
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 130% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund has
exposure to equity securities. Equity securities include common stocks, preferred stocks, securities convertible into common stocks, rights and warrants to purchase common stocks, exchange-traded funds (ETFs), and limited partnership interests.
While the Fund may invest in companies of any size, the Fund primarily focuses on large capitalization companies that fall within the range of the Russell
1000
®
Summary of VP – Morgan Stanley Advantage
Fund
(continued)
Growth Index (the Index). The market
capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest up to 15% of its net assets in foreign
investments, including emerging market investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including
the consumer discretionary and information technology and technology-related sector.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism),
Summary of VP – Morgan Stanley Advantage
Fund
(continued)
occurring in the country or region, as well as risks associated with less
developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions against a
particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign
securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Master Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Investors have more limited rights to vote on matters affecting the partnership. Investments
are also subject to certain tax risks and conflicts of interest may exist between common unit holders, subordinated unit holders and the general partner of a master limited partnership.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary and information technology and technology-related
sector. Companies in the same sector may be similarly affected by
Summary of VP – Morgan Stanley Advantage
Fund
(continued)
economic, regulatory, political or market
events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of
loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because
small- and mid-cap companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be
less liquid and more volatile than the securities of larger companies.
Warrants and Rights Risk.
Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified
period or perpetually. Warrants are subject to the risks associated with the security underlying the warrant, including market risk. Warrants may expire unexercised and are subject to liquidity risk which may result in Fund losses. Rights are
available to existing shareholders of an issuer to enable them to maintain proportionate ownership in the issuer by being able to buy newly issued shares. Rights allow shareholders to buy the shares below the current market price. Holders can
exercise the rights and purchase the stock, sell the rights or let them expire. Their value, and their risk of investment loss, is a function of that of the underlying security.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The Fund’s performance prior to May 2016 reflects
returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown
may have been different.
The returns shown do not
reflect any fees and expenses imposed under your Contract or Qualified Plan and would be lower if they did.
Summary of VP – Morgan Stanley Advantage
Fund
(continued)
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
15.77%
|
Worst
|
3rd Quarter 2011
|
-16.84%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
3.27%
|
11.72%
|
11.40%
|
Class
2
|
05/07/2010
|
3.07%
|
11.45%
|
11.12%
|
Russell
1000 Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
7.08%
|
14.50%
|
13.92%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Morgan Stanley Investment Management Inc. (MSIM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dennis
P. Lynch
|
|
Managing
Director and Investor of MSIM
|
|
Lead
Manager
|
|
2016
|
David
S. Cohen
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Sam
G. Chainani, CFA
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Alexander
T. Norton
|
|
Executive
Director and Investor of MISM
|
|
Co-manager
|
|
2016
|
Jason
C. Yeung, CFA
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Armistead
B. Nash
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible
Summary of VP – Morgan Stanley Advantage
Fund
(continued)
investors authorized by the Distributor. You should consult with the
participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Oppenheimer International
Growth Fund
Investment Objective
Variable Portfolio (VP) – Oppenheimer International
Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.88%
|
0.88%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.96%
|
1.21%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
98
|
$306
|
$531
|
$1,178
|
Class
2
(whether or not shares are redeemed)
|
$123
|
$384
|
$665
|
$1,466
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 94% of the average value of its portfolio.
Principal Investment Strategies
The Fund’s assets are primarily invested in equity
securities of foreign issuers as well as depositary receipts. Equity securities include common stocks, preferred stocks, and securities convertible into common stock. Under normal circumstances, the Fund invests in companies located in at least
three countries outside the U.S. From time to time it may place greater emphasis on investing in one or more particular regions such as Asia, Europe or Latin America.
The Fund may also invest up to 10% of its net assets in securities that
provide exposure to emerging markets. The Fund may invest in the securities of issuers of any market capitalization. The Fund may from time to time emphasize
Summary of VP – Oppenheimer International
Growth Fund
(continued)
one or more sectors in selecting its
investments, including the consumer discretionary sector and the industrials sector. Under normal circumstances, the Fund will emphasize investments in issuers that the portfolio managers consider to be “growth” companies.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Summary of VP – Oppenheimer International
Growth Fund
(continued)
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can pose
significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Summary of VP – Oppenheimer International
Growth Fund
(continued)
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector and the industrials sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 2016 reflects
returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown
may have been different.
The Fund’s past performance
is no guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – Oppenheimer International
Growth Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2013
|
10.79%
|
Worst
|
3rd Quarter 2011
|
-17.94%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
-3.47%
|
5.44%
|
5.42%
|
Class
2
|
05/07/2010
|
-3.66%
|
5.17%
|
5.15%
|
MSCI
EAFE Growth Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
-3.04%
|
6.67%
|
6.29%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
OppenheimerFunds, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
George
Evans, CFA
|
|
Chief
Investment Officer, Equities, of Oppenheimer
|
|
Lead
Manager
|
|
2016
|
Robert
Dunphy, CFA
|
|
Vice
President of Oppenheimer
|
|
Co-manager
|
|
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Summary of VP – Oppenheimer International
Growth Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Partners
Core Bond Fund
Investment Objective
Variable Portfolio (VP) – Partners Core Bond Fund (the
Fund) seeks to provide shareholders with a high level of current income while conserving the value of the investment for the longest period of time.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.48%
|
0.48%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.06%
|
0.06%
|
Total
annual Fund operating expenses
|
0.54%
|
0.79%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$55
|
$173
|
$302
|
$678
|
Class
2
(whether or not shares are redeemed)
|
$81
|
$253
|
$439
|
$979
|
Portfolio Turnover
The Fund may pay transaction costs, such as commissions, when
it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the
Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 17% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund invests primarily in securities like those included in the Bloomberg Barclays U.S. Aggregate Bond Index (the Index),
which are investment grade and
Summary of VP – Partners
Core Bond Fund
(continued)
denominated in U.S. dollars. The Index includes securities issued by the U.S.
Government and its agencies and instrumentalities, corporate bonds, and mortgage- and asset-backed securities. The Fund may invest in mortgage dollar rolls and reverse repurchase agreements, as well as invest in U.S. dollar-denominated debt
securities of foreign issuers.
Multiple subadvisers
provide the day-to-day management of the Fund’s portfolio.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
High-Yield
Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of
comparable quality expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade
Summary of VP – Partners
Core Bond Fund
(continued)
debt instruments. In addition, these investments have greater price
fluctuations, are less liquid and are more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and
repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the
over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a
similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise
prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may
later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price
of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of,
for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline
of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down
market.
Summary of VP – Partners
Core Bond Fund
(continued)
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to
prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in
securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
Summary of VP – Partners
Core Bond Fund
(continued)
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 2017 reflects
returns achieved by one or more different subadvisers. If the Fund’s current subadvisers had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2011
|
2.87%
|
Worst
|
4th Quarter 2016
|
-2.89%
|
Average Annual Total Returns (for periods ended
December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
2.48%
|
2.18%
|
3.28%
|
Class
2
|
05/07/2010
|
2.23%
|
1.93%
|
3.01%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Summary of VP – Partners
Core Bond Fund
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
J.P. Morgan Investment Management Inc. (JPMIM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Figuly
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2016
|
Barbara
Miller
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2015
|
Peter
Simons, CFA
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2013
|
Subadviser:
Wells Capital Management Incorporated (WellsCap)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Thomas
O’Connor, CFA
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Co-Head of WellsCap
|
|
Co-manager
|
|
May 2017
|
Troy
Ludgood
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Team Co-Head of WellsCap
|
|
Co-manager
|
|
May
2017
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Partners Small Cap Growth
Fund
Investment Objective
Variable Portfolio (VP) – Partners Small Cap Growth Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.86%
|
0.86%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.08%
|
0.08%
|
Total
annual Fund operating expenses
|
0.94%
|
1.19%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
96
|
$300
|
$520
|
$1,155
|
Class
2
(whether or not shares are redeemed)
|
$121
|
$378
|
$654
|
$1,443
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 90% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in the equity securities of small-capitalization companies. Small-capitalization companies are defined as those companies with a market
capitalization, at the time of purchase, of up to $2.5 billion, or that fall within the range of the Russell 2000
®
Growth Index (the Index). The
market capitalization range of the companies included within the Index was $18.7 million to $13.3 billion as of March 31, 2017. The market
Summary of VP – Partners Small Cap Growth
Fund
(continued)
capitalization range and composition of the
companies in the Index are subject to change. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the industrials sector, health care sector and the technology and technology-related sectors.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each subadviser employs an active investment strategy. One or more of the Fund’s subadvisers uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s
portfolio.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Multi-Adviser Risk.
The Fund has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the
security selection process of one adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a
result, the Fund's exposure to a given security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the industrials sector, health
care sector and the technology and technology-related sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable
developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost
Summary of VP – Partners Small Cap Growth
Fund
(continued)
of medical products and services (especially for companies dependent upon a
relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar litigation
as well as product obsolescence.
Industrials Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials
sector are subject to certain risks, including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments
and frequent new product introduction. Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small Company Securities Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the securities
of larger companies.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s performance prior to May 1,
2017 reflects returns achieved by one or more different subadvisers. If the Fund’s current subadvisers had been in place for the prior periods, results shown may have been different.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – Partners Small Cap Growth
Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
13.95%
|
Worst
|
3rd Quarter 2011
|
-19.67%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
6.64%
|
9.50%
|
9.67%
|
Class
2
|
05/07/2010
|
6.38%
|
9.24%
|
9.39%
|
Russell
2000 Growth Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.32%
|
13.74%
|
13.53%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
BMO Asset Management
Corp.
(BMO)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Corris, CFA
|
|
Portfolio
Manager of BMO
|
|
Co-manager
|
|
May 2017
|
Thomas
Lettenberger, CFA
|
|
Portfolio
Manager of BMO
|
|
Co-manager
|
|
May
2017
|
Subadviser:
Kennedy Capital Management, Inc. (Kennedy)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Rackers
|
|
Portfolio
Manager of Kennedy
|
|
Manager
|
|
November
2016
|
Subadviser:
Wells Capital Management Incorporated (WellsCap)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Joseph
Eberhardy, CFA, CPA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Thomas
Ognar, CFA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Bruce
Olson, CFA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Summary of VP – Partners Small Cap Growth
Fund
(continued)
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Pyramis
®
International Equity Fund
Investment Objective
Variable Portfolio (VP) – Pyramis
®
International Equity Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.88%
|
0.88%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.09%
|
0.09%
|
Total
annual Fund operating expenses
|
0.97%
|
1.22%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
99
|
$309
|
$536
|
$1,190
|
Class
2
(whether or not shares are redeemed)
|
$124
|
$387
|
$670
|
$1,477
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 50% of the average value of its portfolio.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of foreign issuers, located or traded in countries other than the U.S., that are believed to offer strong growth
potential. Under normal circumstances, the Fund invests its assets in common stocks of companies whose market capitalizations fall within the range of the companies that comprise the MSCI Europe, Australasia and Far East (EAFE) Index (the Index).
The market capitalization range of the companies included within the Index was $1.9 billion to $238.5 billion as of March 31, 2017. The market capitalization range
Summary of VP – Pyramis
®
International Equity Fund
(continued)
and composition of the companies in the
Index are subject to change. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its
investments, including the financial services sector.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can pose
significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Summary of VP – Pyramis
®
International Equity Fund
(continued)
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
Summary of VP – Pyramis
®
International Equity Fund
(continued)
The
returns shown do not reflect any fees and expenses imposed under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
12.27%
|
Worst
|
3rd Quarter 2011
|
-21.03%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
-3.24%
|
5.72%
|
4.51%
|
Class
2
|
05/07/2010
|
-3.44%
|
5.47%
|
4.24%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
5.83%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
FIAM LLC (d/b/a Pyramis Global Advisors)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Cesar
Hernandez, CFA
|
|
Portfolio
Manager of Pyramis
|
|
Manager
|
|
2010
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Summary of VP – Pyramis
®
International Equity Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – T. Rowe
Price Large Cap Value Fund
Investment Objective
Variable Portfolio (VP) – T. Rowe Price Large
Cap Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital and income.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.68%
|
0.68%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.75%
|
1.00%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
77
|
$240
|
$417
|
$
930
|
Class
2
(whether or not shares are redeemed)
|
$102
|
$318
|
$552
|
$1,225
|
Portfolio Turnover
The Fund may pay transaction costs, such as commissions, when
it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the
Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 108% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
Summary of VP – T. Rowe
Price Large Cap Value Fund
(continued)
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund’s subadviser seeks to identify companies that appear to be undervalued by various measures, and may be temporarily out of
favor, but, in the opinion of the subadviser, have good prospects for capital appreciation. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will reduce its distribution level.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events, including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders
may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder
communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Summary of VP – T. Rowe
Price Large Cap Value Fund
(continued)
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities are already undervalued.
There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock
market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The Fund’s performance prior to November 14, 2016
reflects returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods,
results shown may have been different.
The returns shown
do not reflect any fees and expenses imposed under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Summary of VP – T. Rowe
Price Large Cap Value Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
4th Quarter 2011
|
12.17%
|
Worst
|
3rd Quarter 2011
|
-14.11%
|
Average Annual Total Returns (for periods ended
December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
14.34%
|
10.97%
|
10.66%
|
Class
2
|
05/07/2010
|
14.07%
|
10.70%
|
10.39%
|
Russell
1000 Value Index
(reflects no deductions for fees, expenses or taxes)
|
|
17.34%
|
14.80%
|
13.07%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
T. Rowe Price Associates, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Heather
McPherson
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
Mark
Finn, CFA, CPA
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
John
Linehan, CFA
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
Qualified Plans or certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the
Fund is made regarding the U.S. federal income taxation of your investment.
Summary of VP – T. Rowe
Price Large Cap Value Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – TCW Core Plus Bond
Fund
Investment Objective
Variable Portfolio (VP) – TCW Core Plus Bond Fund (the
Fund) seeks to provide shareholders with total return through current income and capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.48%
|
0.48%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.55%
|
0.80%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$56
|
$176
|
$307
|
$689
|
Class
2
(whether or not shares are redeemed)
|
$82
|
$255
|
$444
|
$990
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 276% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities, including debt securities issued by the U.S. Government, its agencies, instrumentalities or sponsored corporations, debt
securities issued by corporations, mortgage- and other asset-backed securities, dollar-denominated securities issued by foreign governments, companies or other entities, bank loans and other obligations. For purposes of its 80% test, the Fund
treats
Summary of VP – TCW Core Plus Bond Fund
(continued)
investment in loans as “debt securities,” even though loans may
not be “securities” under certain of the federal securities laws. The Fund invests at least 60% of its net assets in debt securities that, at the time of purchase, are rated in at least one of the three highest rating categories or are
unrated securities determined to be of comparable quality. The Fund may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality
(commonly referred to as “high-yield” investments or “junk” bonds). The Fund may invest in fixed income securities of any maturity and does not seek to maintain a particular dollar-weighted average maturity or duration at the
Fund level.
Up to 25% of the Fund's net assets may be
invested in foreign investments, which may include investments in non-U.S. dollar denominated securities, as well as investments in emerging markets securities. In connection with its strategy relating to foreign investments, the Fund may buy or
sell foreign currencies in lieu of or in addition to non-dollar denominated fixed-income securities in order to increase or decrease its exposure to foreign interest rate and/or currency markets.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may also hold/invest in cash, money market
instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles) or other high-quality, short-term investments, including for the purpose of covering its obligations with respect to, or
that may result from, the Fund’s investments in derivatives.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the
Summary of VP – TCW Core Plus Bond Fund
(continued)
ratings of loans or securities held by the Fund are lowered after purchase,
the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may adversely
affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan,
or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan
at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s
operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Summary of VP – TCW Core Plus Bond Fund
(continued)
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the
holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment
Summary of VP – TCW Core Plus Bond Fund
(continued)
opportunity. Certain investments that were
liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also
adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid
or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio
investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the
Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are
typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets. There
is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower defaults, the Fund’s access
to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan, and the Fund, to enforce its rights in the
event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s
capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the
borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The Fund may acquire a participation interest in a loan
that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally would not have any direct rights
against the borrower.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose
money over short or long periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming
Summary of VP – TCW Core Plus Bond Fund
(continued)
shares when the Investment Manager would
otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a
Money Market Fund, the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be
significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or
regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular U.S. Government agency, authority,
enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage
insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the
possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields.
Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Summary of VP – TCW Core Plus Bond Fund
(continued)
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject. Sovereign debt risk is increased for emerging market issuers.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The Fund’s performance prior to March 2014 reflects
returns achieved by one or more different subadviser(s) that managed the Fund according to different principal investment strategies. If the Fund’s current subadviser and strategies had been in place for the prior periods, results shown
may have been different.
The returns shown do not
reflect any fees and expenses imposed under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2016
|
2.41%
|
Worst
|
4th Quarter 2016
|
-2.79%
|
Summary of VP – TCW Core Plus Bond Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
2.41%
|
1.55%
|
2.54%
|
Class
2
|
05/07/2010
|
2.17%
|
1.29%
|
2.29%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
TCW Investment Management Company LLC (TCW)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Tad
Rivelle
|
|
Group
Managing Director and Chief Investment Officer – Fixed Income of TCW since December 2009
|
|
Co-manager
|
|
2014
|
Laird
Landmann
|
|
Co-Director
of Fixed Income and Group Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Stephen
Kane, CFA
|
|
Group
Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Bryan
Whalen, CFA
|
|
Group
Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Summary of VP – Wells Fargo Short Duration
Government Fund
Investment Objective
Variable Portfolio (VP) – Wells Fargo Short Duration
Government Fund (the Fund) seeks to provide shareholders with current income consistent with capital preservation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
(a)
|
0.43%
|
0.43%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.07%
|
0.07%
|
Total
annual Fund operating expenses
|
0.50%
|
0.75%
|
(a)
|
Management fees have been
restated to reflect current management fee rates.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$51
|
$160
|
$280
|
$628
|
Class
2
(whether or not shares are redeemed)
|
$77
|
$240
|
$417
|
$930
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 343% of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in U.S. Government obligations, including debt securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies or government-sponsored entities. The
Fund may invest up to 20% of its net assets within non-government mortgage and asset-backed securities.
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
In pursuit of its objective, the Fund will purchase only
securities that are rated, at the time of purchase, within the two highest rating categories assigned by a nationally recognized statistical ratings organization, or if deemed to be of comparable quality. As part of the Fund’s investment
strategy, it may invest in stripped securities (securities that have been transformed from a principal amount with periodic interest coupons into a series of zero-coupon bonds, with the range of maturities matching the coupon payment dates and the
redemption date of the principal amount) or enter into mortgage dollar rolls and reverse repurchase agreements. In addition, the Fund may invest in mortgage-backed securities guaranteed by U.S. Government agencies, and to a lesser extent, other
securities rated AA- or Aa3 that the Fund’s subadviser believes will sufficiently outperform U.S. Treasuries. Generally, the portfolio’s overall dollar-weighted average effective duration is less than that of a 3-year U.S. Treasury
note.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) to hedge interest rate exposure of the Fund.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
political and economic developments. Potential changes to the
regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to
underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing
risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
impact on the Fund's performance and NAV. Any interest rate
increases could cause the value of the Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous
to do so, which could result in losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may
be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or
factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S.
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
Government. Mortgage- and other asset-backed securities are
subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money
received in securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
Stripped Securities Risk.
Stripped securities are the separate income or principal components of debt securities. These securities are particularly sensitive to changes in interest rates, and therefore subject to greater fluctuations in price than typical interest bearing
debt securities.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Zero-Coupon Bonds Risk.
Zero-coupon bonds are bonds that do not pay interest in cash on a current basis, but instead accrue interest over the life of the bond. As a result, these securities are issued at a discount and their values may fluctuate more than the values of
similar securities that pay interest periodically. Although these securities pay no interest to holders prior to maturity, interest accrued on these securities is reported as income to the Fund and affects the amounts distributed to its
shareholders, which may cause the Fund to sell investments to obtain cash to make income distributions to shareholders, including at times when it may not be advantageous to do so.
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2016
|
0.89%
|
Worst
|
2nd Quarter 2013
|
-0.69%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
1
|
05/07/2010
|
1.03%
|
0.82%
|
1.23%
|
Class
2
|
05/07/2010
|
0.78%
|
0.56%
|
0.98%
|
Bloomberg
Barclays U.S. 1-3 Year Government Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
0.87%
|
0.59%
|
0.86%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Wells Capital Management Incorporated (WellsCap)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Thomas
O’Connor, CFA
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Co-Head of WellsCap
|
|
Co-manager
|
|
2010
|
Troy
Ludgood
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Team Co-Head of WellsCap
|
|
Co-manager
|
|
2010
|
Summary of VP – Wells Fargo Short Duration
Government Fund
(continued)
Purchase and Sale of Fund Shares
The Fund is available for purchase through Contracts offered
by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be purchased or sold by
individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about minimum investment
requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
More Information About Columbia VP –
Limited Duration
Credit Fund
Investment Objective
Columbia VP – Limited Duration Credit Fund (the Fund)
seeks to provide shareholders with a level of current income consistent with preservation of capital. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder
approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in corporate bonds. The Fund will primarily invest in debt securities with short- and intermediate-term maturities generally similar to those included in
the Fund’s benchmark index, the Bloomberg Barclays U.S. 1-5 Year Corporate Index (the Index). The Fund may invest up to 15% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated
but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds).
The Fund’s duration is managed to help reduce volatility
associated with changes in interest rates. Under normal conditions, the Fund will target duration to be similar to or lower than that of the Index, but will not exceed that of the Index by more than one year. As of March 31, 2017, the duration of
the Index was 2.69 years. Duration measures the sensitivity of bond prices to changes in interest rates. The longer the duration of a bond, the more sensitive it will be to changes in interest rates. For example, a three-year duration means a bond
is expected to decrease in value by 3% if interest rates rise 1% and increase in value by 3% if interest rates fall 1%.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest up to 25% of its net assets in foreign
investments, including emerging markets.
In pursuit of
the Fund’s objective, Columbia Management Investment Advisers, LLC (the Investment Manager) chooses investments by:
■
|
Emphasizing an independent,
proprietary credit research process of issuers in the Index;
|
■
|
Analyzing issuer-specific
inputs, such as business strategy, management strength, competitive position and various financial metrics to identify the most attractive securities within each industry;
|
■
|
Investing opportunistically
in lower-quality (junk) bonds based on relative valuations and risk-adjusted return expectations;
|
■
|
Utilizing
quantitative risk controls and qualitative risk assessments in a framework that seeks to minimize portfolio relative volatility.
|
In evaluating whether to sell a security, the Investment
Manager considers, among other factors:
■
|
Change in an issuer’s
credit fundamentals relative to the Fund investment team’s expectations;
|
■
|
Changes to the fundamental
attractiveness of a sector, industry group, or security;
|
■
|
Changes to the risk/reward
trade-off of an issuer;
|
■
|
The potential development of
event risk;
|
■
|
Adjustments
needed to change overall portfolio risk.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
More Information About Columbia VP –
Limited Duration
Credit Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial
obligations, such as making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the
issuer or in general economic conditions. Rating agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to
higher-rated securities. Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade
fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on
analysis of credit risk more heavily than usual.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the
More Information About Columbia VP –
Limited Duration
Credit Fund
(continued)
assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
More Information About Columbia VP –
Limited Duration
Credit Fund
(continued)
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example,
the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to
the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign
securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that
an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be
unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
More Information About Columbia VP –
Limited Duration
Credit Fund
(continued)
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Portfolio Management
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Managers
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Tom
Murphy, CFA
|
|
Vice
President, Senior Portfolio Manager and Global Head of Investment Grade Credit
|
|
Co-manager
|
|
2010
|
Timothy
Doubek, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2010
|
Royce
D. Wilson, CFA
|
|
Portfolio
Manager
|
|
Co-manager
|
|
2012
|
Mr. Murphy
joined the Investment Manager in 2002. Mr. Murphy began his investment career in 1986 and earned a B.B.A. from the University of Notre Dame and an M.B.A. from the University of Michigan.
Mr. Doubek
joined the
Investment Manager in 2001. Mr. Doubek began his investment career in 1987 and earned an M.B.A. from the University of Michigan.
Mr. Wilson
joined the
Investment Manager in 2007. Mr. Wilson began his investment career in 2002 and earned a B.B.A. from Western Connecticut State University.
More Information About Columbia VP – U.S.
Equities Fund
Investment Objective
Columbia VP – U.S. Equities Fund (the Fund) seeks to
provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there
is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, at least 80% of the Fund’s
net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of U.S. companies.
Under normal circumstances, the Fund (i) invests a majority of
its net assets in the common stock of small- and mid-sized companies with market capitalizations under $5 billion at the time of initial investment (Focus Stocks) and (ii) may also invest in companies with market capitalizations above $5 billion,
provided that immediately after that investment a majority of the Fund’s net assets would be invested in Focus Stocks. The Fund may continue to hold, and to make additional investments in, Focus Stocks whose market capitalization has grown to
exceed $5 billion, regardless of whether the Fund’s investments in Focus Stocks are a majority of the Fund’s net assets.
The Fund may also invest up to 20% of its
net assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial
services sector. The Fund also may invest in real estate investment trusts.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) and options, for hedging or investment purposes.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager for the Fund and will attempt to achieve the Fund’s objective by managing a portion of the Fund’s assets (the Columbia Management sleeve) and selecting one or more
subadvisers to manage other sleeves independently of each other and Columbia Management. A portion of the Fund’s assets is subadvised by Columbia Wanger Asset Management, LLC (CWAM), a wholly-owned affiliate of the Investment Manager. The
subadviser and Columbia Management each make investment decisions for their respective sleeves independently of one another.
Columbia Management
Columbia Management combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing its sleeve. The relative attractiveness of potential investments is evaluated across a variety of factors which may include, among others, valuation, quality and
momentum.
In selecting investments, Columbia Management
considers, among other factors:
■
|
businesses that are believed
to be fundamentally sound and undervalued due to investor indifference, investor misperception of company prospects, or other factors;
|
■
|
various measures of
valuation, including price-to-cash flow, price-to-earnings, price-to-sales, and price-to-book value. The Investment Manager believes that companies with lower valuations are generally more likely to provide opportunities for capital appreciation;
|
■
|
a company’s current
operating margins relative to its historic range and future potential; and
|
■
|
potential
indicators of stock price appreciation, such as anticipated earnings growth, company restructuring, changes in management, business model changes, new product opportunities or anticipated improvements in macroeconomic factors.
|
The Investment Manager may sell a security when the
security’s price reaches a target set by the Investment Manager; if the Investment Manager believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects; if other investments are more attractive;
or for other reasons.
More Information About Columbia VP – U.S.
Equities Fund
(continued)
CWAM (the Subadviser)
The Subadviser believes that stocks of small- and mid-sized
companies, which generally are not as well known by financial analysts as larger companies, may offer higher return potential than stocks of larger companies.
The Subadviser typically seeks companies with:
■
|
A strong business franchise
that offers growth potential.
|
■
|
Products and services in
which the company has a competitive advantage.
|
■
|
A stock price the Subadviser
believes is reasonable relative to the assets and earning power of the company.
|
The Subadviser may sell a portfolio holding if the security
reaches the Subadviser's price target, if the company has a deterioration of fundamentals, such as failing to meet key operating benchmarks, or if the Subadviser believes other securities are more attractive. The Subadviser also may sell a portfolio
holding to fund redemptions.
The Fund’s investment
policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be
given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the
value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in
More Information About Columbia VP – U.S.
Equities Fund
(continued)
underlying interest rates (interest rate
risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. The Fund
may purchase or write (i.e., sell) put and call options on an underlying reference it is otherwise permitted to invest in. By investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a
disadvantageous price on or before the expiration date. If the Fund sells a put option, the Fund may be required to buy the underlying reference at a strike price that is above market price, resulting in a loss. If the Fund sells a call option, the
Fund may be required to sell the underlying reference at a strike price that is below market price, resulting in a loss. If the Fund sells a call option that is not covered (it does not own the underlying reference), the Fund's losses are
potentially unlimited. Options may involve economic leverage, which could result in greater volatility in price movement. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
More Information About Columbia VP – U.S.
Equities Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly
over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs
when converting foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These
More Information About Columbia VP – U.S.
Equities Fund
(continued)
include risks related to general and local economic conditions, possible lack
of availability of financing and changes in interest rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a
REIT may be affected by, among other factors, changes in the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation,
decreases in market rates for rents, and other economic, political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial
resources, may have less trading volume in their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under
the Internal Revenue Code of 1986, as amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate
More Information About Columbia VP – U.S.
Equities Fund
(continued)
structure has changed; or materially change
a subadvisory agreement with a subadviser. A discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with CWAM is available in the Fund’s semiannual report to shareholders for the
fiscal period ended June 30, 2016.
Subadviser
CWAM, a wholly-owned subsidiary of the Investment Manager,
which has served as Subadviser to the Fund since May 2010, is located at 227 West Monroe Street, Chicago, Illinois 60606. CWAM, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s
portfolio, as well as investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2015
|
Jarl
Ginsberg, CFA, CAIA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Christian
Stadlinger, Ph.D., CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Hoffman
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
January
2017
|
Mr. Condon
joined one of the
Columbia Management legacy firms or acquired business lines in 1999. Mr. Condon began his investment career in 1993 and earned a B.A. from Bryant University and an M.S. in finance from Bentley University.
Mr. Ginsberg
joined one of the
Columbia Management legacy firms or acquired business lines in 2003. Mr. Ginsberg began his investment career in 1987 and earned an A.B. from Brown University and an M.P.P.M. in finance from Yale School of Management.
Dr. Stadlinger
joined one of
the Columbia Management legacy firms or acquired business lines in 2002. Dr. Stadlinger began his investment career in 1989 and earned an M.S. in economics from the University of Vienna and a Ph.D. in economics from Northwestern
University.
Mr. Hoffman
joined one of the Columbia Management legacy firms or acquired business lines in 2001. Mr. Hoffman began his investment career in 1986 and earned a B.A. from Grinnell College and an M.A. from Columbia
University.
Mr. Albanese
joined the Investment Manager in August 2014. Prior to joining the Investment Manager, Mr. Albanese was a Managing Director and Senior Portfolio Manager at Robeco Investment Management. Mr. Albanese began his investment career in 1991 and earned a
B.S. from Stony Brook University and an M.B.A. from the Stern School of Business at New York University.
Subadviser:
Columbia Wanger
Asset Management, LLC (CWAM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Matthew
A. Litfin, CFA
|
|
Director
of Research (U.S.) and Portfolio Manager
|
|
Lead
manager
|
|
2016
|
William
J. Doyle, CFA
|
|
Portfolio
Manager and Analyst
|
|
Co-manager
|
|
2015
|
Mr. Litfin
has been associated with CWAM since 2015. Prior to joining CWAM, Mr. Litfin served as a portfolio manager and analyst for funds that invested in small- and mid-cap companies. Mr. Litfin began his investment career in
1993 and earned a B.S. from the University of Tennessee and an M.B.A. from Harvard University.
More Information About Columbia VP – U.S.
Equities Fund
(continued)
Mr. Doyle
has been associated
with CWAM or its predecessors as an investment professional since 2006. Mr. Doyle began his investment management career in 1987 and earned a B.S. and a B.A. from Illinois State University and an M.B.A from Loyola University of Chicago.
More Information About VP – American
Century Diversified
Bond Fund
Investment Objective
VP – American Century Diversified Bond Fund (the
Fund) seeks to provide shareholders with a high level of current income. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment
involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government, corporate bonds, and mortgage- and asset-backed securities. Although
the Fund emphasizes high- and medium-quality debt securities, it may assume increased credit risk by investing in below investment-grade fixed-income securities (commonly referred to as “high-yield” investments or “junk”
bonds).
The Fund may invest in securities
issued or guaranteed by the U.S. Treasury and certain U.S. Government agencies or instrumentalities such as the Government National Mortgage Association (Ginnie Mae). Ginnie Mae is supported by the full faith and credit of the U.S. Government.
Securities issued or guaranteed by other U.S. Government agencies or instrumentalities, such as the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac), and the Federal Home Loan Bank (FHLB)
are not guaranteed by the U.S. Treasury or supported by the full faith and credit of the U.S. Government. However, they are authorized to borrow from the U.S. Treasury to meet their obligations.
The Fund may invest up to 25% of its net
assets in debt instruments of foreign issuers, including issuers in emerging markets.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) in an effort to manage interest rate exposure, to produce
incremental earnings, to hedge existing positions, and to increase market exposure and investment flexibility.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The selection of debt obligations is the primary decision in
building the investment portfolio.
Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, American Century Investment Management, Inc. (American Century
or the Subadviser), which provides day-to-day portfolio management to the Fund.
In pursuit of the Fund’s objective, American Century
decides which debt securities to buy and sell by considering:
■
|
the desired maturity
requirements for the portfolio;
|
■
|
the portfolio’s credit
quality standards;
|
■
|
current and anticipated
interest rates;
|
■
|
current economic conditions
and the risk of inflation; and/or
|
■
|
special features of the debt
securities that may make them more or less attractive.
|
Because the Fund will own many debt securities, American
Century calculates the average of the remaining maturities of all the debt securities the Fund owns to evaluate the interest rate sensitivity of the entire investment portfolio. This average is weighted according to the size of the Fund’s
individual holdings and is called the weighted average maturity. American Century generally seeks to maintain the weighted average maturity of the Fund’s investment portfolio at three and one-half years or longer. Within this maturity limit,
American Century may shorten
More Information About VP – American
Century Diversified
Bond Fund
(continued)
the investment portfolio’s maturity during periods of rising interest
rates in order to seek to reduce the effect of bond price declines on the Fund’s value. When interest rates are falling and bond prices are rising, American Century may lengthen the portfolio’s maturity.
The Fund’s investment strategy may
involve the frequent trading of portfolio securities.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Credit
Risk.
Credit risk is the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial
obligations, such as making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the
issuer or in general economic conditions. Rating agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to
higher-rated securities. Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade
fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on
analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in
More Information About VP – American
Century Diversified
Bond Fund
(continued)
underlying interest rates (interest rate
risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
■
|
A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar).
Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it
may buy and sell various currencies in the market.
|
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the
More Information About VP – American
Century Diversified
Bond Fund
(continued)
Fund. Because of the low margin deposits
normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding
the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if
any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency
risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any
contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments
thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap
index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also
affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
|
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on
More Information About VP – American
Century Diversified
Bond Fund
(continued)
international trade and have fewer trading
partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market countries have a higher risk of currency devaluations, and some of these countries may experience periods of high
inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example,
military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that
may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally
less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade
groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions
against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend
on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage
of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes
in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice
versa.
Forward Commitments on
Mortgage-Backed Securities (including Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed
securities for an agreed upon price on an agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are
transactions in which the Fund sells securities to a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the
Fund is obligated to repurchase may decline below the repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the
security sold, the Fund will also be subject to the risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may
not perform or be unable to perform in accordance with the terms of the instrument.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
More Information About VP – American
Century Diversified
Bond Fund
(continued)
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment
More Information About VP – American
Century Diversified
Bond Fund
(continued)
opportunity. Certain investments that were
liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also
adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid
or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio
investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the
Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads
More Information About VP – American
Century Diversified
Bond Fund
(continued)
narrow, the likelihood of prepayment increases. Conversely, extension risk is
the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio
managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the renewal of the investment subadvisory agreement with American Century is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
American Century, which has served as Subadviser to the Fund
since May 2010, is located at 4500 Main Street, Kansas City, Missouri 64111. American Century, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and
statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
More Information About VP – American
Century Diversified
Bond Fund
(continued)
Subadviser:
American Century
Investment Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Robert
Gahagan
|
|
Senior
Vice President and Senior Portfolio Manager of American Century (Macro Strategy Team Representative)
|
|
Co-manager
|
|
2010
|
Alejandro
Aguilar, CFA
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
Jeffrey
Houston, CFA
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
Brian
Howell
|
|
Vice
President and Senior Portfolio Manager of American Century
|
|
Co-manager
|
|
2010
|
G.
David MacEwen
|
|
Co-Chief
Investment Officer and Senior Vice President of American Century (Macro Strategy Team Representative)
|
|
Co-manager
|
|
2010
|
Mr. Gahagan
joined American Century in 1983. Mr. Gahagan began his investment career in 1983 and earned a B.A. and an M.B.A. from the University of Missouri-Kansas City.
Mr. Aguilar
joined American
Century in 2003. Mr. Aguilar began his investment career in 1994 and earned a B.A. from the University of California-Berkeley and an M.B.A. from the University of Michigan.
Mr. Houston
joined American
Century in 1990. Mr. Houston began his investment career in 1986 and earned a B.A. from the University of Delaware and an M.A. from Syracuse University.
Mr. Howell
joined American
Century in 1987. Mr. Howell began his investment career in 1987 and earned a B.A. and an M.B.A. from the University of California-Berkeley.
Mr. MacEwen
joined American
Century in 1991. Mr. MacEwen began his investment career in 1982 and earned a B.A. from Boston University and an M.B.A. from the University of Delaware.
Variable Portfolio –
CenterSquare Real Estate Fund
More Information About VP
– CenterSquare Real Estate Fund
Investment Objective
VP – CenterSquare Real Estate Fund (the Fund) seeks
to provide shareholders with current income and capital appreciation. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment
involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity and equity-related securities issued by companies in the real estate industry. A company is considered to be in the real estate industry if it (i) derives
at least 50% of its revenues or profits from the ownership, construction, management, financing or sale of residential, commercial or industrial real estate or (ii) has at least 50% of the fair market value of its assets invested in residential,
commercial or industrial real estate. Companies in the real estate industry include, among others, real estate operating companies (REOCs) and real estate investment trusts (REITs).
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, CenterSquare Investment Management, Inc. (CenterSquare or the Subadviser), which provides
day-to-day portfolio management to the Fund.
CenterSquare applies fundamental investment research
techniques when deciding which securities to buy or sell. Typically, CenterSquare:
■
|
Monitors factors such as
real estate trends and industry fundamentals of real estate sectors including office, apartment, retail, hotel, and industrial.
|
■
|
Selects stocks by evaluating
each company’s real estate value, quality of its assets, and management record for improving earnings and increasing asset value relative to other publicly traded real estate companies.
|
■
|
Sells all
or part of the Fund’s holdings in a particular security if CenterSquare believes:
|
■
|
The security appreciates to
a premium relative to other real estate companies; or
|
■
|
The
anticipated return is not sufficient compared with the risk of continued ownership.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Variable Portfolio –
CenterSquare Real Estate Fund
More Information About VP
– CenterSquare Real Estate Fund
(continued)
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for
the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment
opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest
rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price
volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the
time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV,
including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Real
Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to,
among other things, risks similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in
interest rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors,
changes in the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other
economic, political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in
their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as
amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended. Because the value of REITs and other real
estate-related companies may fluctuate widely in response to changes in factors affecting the real estate markets, the value of an investment in the Fund may be more volatile than the value of an investment in a fund that is invested in a more
diverse range of market sectors.
Small Company
Securities Risk.
Securities of small-capitalization companies (small-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger-capitalization companies (larger
companies) but may also have more risk. For example, small-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and
business operations. Small-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small-cap companies may trade less frequently and
in smaller volumes and may be less liquid and fluctuate more sharply in
Variable Portfolio –
CenterSquare Real Estate Fund
More Information About VP
– CenterSquare Real Estate Fund
(continued)
value than securities of larger companies.
When the Fund takes significant positions in small-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in Fund investment losses. In addition, some
small-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the adoption, and subsequent renewal, of the investment subadvisory agreement with CenterSquare is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30,
2016.
The date the Subadviser began serving the Fund is
set forth under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for
periods prior to the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
CenterSquare Investment Management, Inc., which has served as
Subadviser to the Fund since June 2016, is located at 630 West Germantown Pike, Suite 300, Plymouth Meeting, PA 19462. CenterSquare, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as
well as investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
CenterSquare Investment Management, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dean
Frankel, CFA
|
|
Managing
Director, Global Co-Head, Real Estate Securities of CenterSquare
|
|
Co-manager
|
|
June 2016
|
Eric
Rothman, CFA
|
|
Portfolio
Manager of CenterSquare
|
|
Co-manager
|
|
June
2016
|
Mr. Frankel
joined CenterSquare in 1997. Mr. Frankel began his investment career in 1997 and earned a B.S. in Economics from the Wharton School at the University of Pennsylvania.
Mr. Rothman
joined
CenterSquare in 2006. Mr. Rothman began his investment career in 1995 and earned a B.A. in Economics from Boston University.
More Information About VP – Columbia Wanger
International Equities Fund
Investment Objective
VP – Columbia Wanger International Equities Fund
(the Fund) seeks to provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment
involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) will be invested in equity securities.
Under normal circumstances, the Fund invests at least 75% of
its total assets in foreign companies in developed markets (for example, Japan, Canada and the United Kingdom) and in emerging markets (for example, China, India and Brazil).
Under normal circumstances, the Fund invests
a majority of its net assets in the common stock of small- and midsized companies with market capitalizations under $5 billion at the time of initial investment. However, if the Fund’s investments in such companies represent less than a
majority of its net assets, the Fund may continue to hold and to make additional investments in an existing company in its portfolio even if that company’s capitalization has grown to exceed $5 billion. Under normal circumstances, the Fund may
invest in companies with market capitalizations above $5 billion at the time of initial investment, provided that immediately after that investment a majority of its net assets would be invested in companies whose market capitalizations were under
$5 billion at the time of initial investment. From time to time, the Fund may focus its investments in certain countries or geographic areas, including Japan. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the consumer discretionary sector and the industrials sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Columbia Wanger Asset Management, LLC, a wholly-owned subsidiary of the Investment Manager (CWAM
or the Subadviser), which provides day-to-day portfolio management to the Fund.
CWAM believes that stocks of small- and mid-sized companies,
which generally are not as well known by financial analysts as larger companies, may offer higher growth potential than stocks of larger companies.
The Subadviser typically seeks companies with:
■
|
A strong business franchise
that offers growth potential.
|
■
|
Products and services in
which the company has a competitive advantage.
|
■
|
A stock price the Subadviser
believes is reasonable relative to the assets and earning power of the company.
|
The Subadviser may sell a portfolio holding if the security
reaches the Subadviser's price target, if the company has a deterioration of fundamentals, such as failing to meet key operating benchmarks, or if the Subadviser believes other securities are more attractive. The Subadviser also may sell a portfolio
holding to fund redemptions.
The Fund’s investment
policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be
given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
More Information About VP – Columbia Wanger
International Equities Fund
(continued)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
More Information About VP – Columbia Wanger
International Equities Fund
(continued)
Japan.
The
Fund is highly susceptible to the social, political, economic, regulatory and other conditions or events that may affect Japan’s economy. The Japanese economy is heavily dependent upon international trade, including, among other things, the
export of finished goods and the import of oil and other commodities and raw materials. Because of its trade dependence, the Japanese economy is particularly exposed to the risks of currency fluctuation, foreign trade policy and regional and global
economic disruption. Japanese government policy has been characterized by economic regulation, intervention, protectionism and large government deficits. The Japanese economy is also challenged by an unstable financial services sector, highly
leveraged corporate balance sheets and extensive cross-ownership among major corporations. Structural social and labor market changes, including an aging workforce, population decline and traditional aversion to labor mobility may adversely affect
Japan’s economic competitiveness and growth potential. The potential for natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could also have significant negative effects on Japan’s economy. A significant
portion of Japan's trade is conducted with developing nations in East and Southeast Asia and its economy can be affected by conditions and currency fluctuations in these and other countries. For a number of years, Japan’s economic growth rate
has remained relatively low, and it may remain low in the future. Securities in Japan are denominated and quoted in yen. As a result, the value of the Fund's Japanese securities as measured in U.S. dollars may be affected by fluctuations in the
value of the Japanese yen relative to the U.S. dollar. Securities traded on Japanese stock exchanges have exhibited significant volatility in recent years. As a result of the Fund’s investment in Japanese securities, the Fund’s NAV may
be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Japan fall out of favor, it may cause the Fund to underperform other funds that do not focus their investments in Japan.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments
may fall or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an
investment in
More Information About VP – Columbia Wanger
International Equities Fund
(continued)
the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector
and the industrials sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds
that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Portfolio
Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with CWAM is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
More Information About VP – Columbia Wanger
International Equities Fund
(continued)
Subadviser
CWAM, a wholly-owned subsidiary of the Investment Manager,
which has served as Subadviser to the Fund since May 2010, is located at 227 West Monroe Street, Chicago, Illinois 60606. CWAM, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well
as investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Columbia Wanger Asset Management, LLC (CWAM)
Portfolio
Manager
|
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Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Louis
J. Mendes, CFA
|
|
Director
of International Research, Portfolio Manager and Analyst
|
|
Co-manager
|
|
2010
|
P.
Zachary Egan, CFA
|
|
President,
Global Chief Investment Officer, Portfolio Manager and Analyst
|
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Co-manager
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2016
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Mr. Mendes
has been associated with CWAM or its predecessors as an investment professional since 2001. Mr. Mendes began his investment career in 1986 and earned a B.A. from Columbia University and an M.I.M. from the American
Graduate School of International Management.
Mr.
Egan
is President and Global Chief Investment Officer of CWAM and has been associated with CWAM or its predecessors as an investment professional since 1999. Mr. Egan began his investment career in 1999 and earned a
B.A. from Middlebury College and an M.A. from the University of Chicago.
More Information About VP – DFA
International Value Fund
Investment Objective
VP – DFA International Value Fund (the Fund) seeks to
provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there
is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund invests primarily in equity
securities of large non-U.S. companies associated with developed markets that the Fund’s portfolio managers determine to be value stocks at the time of purchase. These equity securities generally include common stock, preferred stock and
depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Under normal circumstances, the Fund intends to invest at
least 40% of its assets in companies in three or more non-U.S. developed market countries. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe.
Investments for the Fund will not be based upon an
issuer’s dividend payment policy or record. However, many of the companies whose securities will be included in the Fund’s portfolio pay dividends. It is anticipated, therefore, that the Fund will receive dividend income.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts) in connection with the settlement of equity trades or the exchange of one currency for another and futures contracts (including equity futures and index futures) to adjust market
exposure based on actual or expected cash inflows to or outflows from the Fund.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Dimensional Fund Advisors LP (DFA or the Subadviser), which provides day-to-day portfolio
management to the Fund.
DFA’s stock selection
process generally seeks to identify stocks of large non-U.S. companies that it determines, in its view, to be “value” stocks at the time of purchase and are associated with developed market countries that DFA has designated as approved
markets (Approved Markets). DFA considers value stocks to be primarily those issued by companies with a high book value in relation to market value. In assessing value, DFA may consider additional factors, such as price to cash flow or price to
earnings ratios as well as economic conditions and developments in the issuer’s industry. The criteria DFA uses for assessing value are subject to change from time to time. DFA, using a market capitalization weighted approach, purchases stocks
of large companies primarily located in developed market countries that have been designated as Approved Markets by DFA. DFA may purchase dual-listed securities or equity securities in the form of depositary receipts, which may be listed or traded
outside the issuer’s domicile country, to gain exposure to companies associated with Approved Markets.
Securities that are associated with an Approved Market
include, among others: (a) securities of companies that are organized under the laws of, or maintain their principal place of business in, an Approved Market; (b) securities for which the principal trading market is in an Approved Market; (c)
securities issued or guaranteed by the government of an Approved Market, its agencies or instrumentalities, or the central bank of such country or territory; (d) securities denominated in an Approved Market currency issued by companies to finance
operations in Approved Markets; (e) securities of companies that derive at least 50% of their revenues or profits from goods produced or sold, investments made, or services performed in Approved Markets or have at least 50% of their assets in
Approved Markets; (f) equity securities of companies in Approved Markets in the form of depositary shares; or (g) securities included in the Fund’s benchmark index.
In the countries or regions authorized for investment, DFA
first ranks eligible companies listed on selected exchanges based on the companies’ market capitalizations. DFA then determines the universe of eligible stocks by defining the minimum market capitalization of a large company that may be
purchased by the Fund with respect to each country or region. This threshold will vary by country or region. DFA intends to purchase securities within each applicable country using a market capitalization weighted approach. DFA may modify market
capitalization weights and even
More Information About VP – DFA
International Value Fund
(continued)
exclude companies after considering such
factors as free float, momentum, trading strategies, liquidity management and profitability, as well as other factors that DFA determines appropriate, given market conditions. In assessing profitability, DFA may consider different ratios, such as
that of earnings or profits from operations relative to book value or assets. Through this approach and its judgment, DFA will seek to set country weights based in part on the relative market capitalization of eligible large companies within each
country. The weightings of countries in the Fund may vary from their weightings in international indices, such as those published by FTSE International, MSCI or Citigroup.
DFA may sell some or all of its position in a security if it
believes the security no longer meets one or more of the eligibility criteria for purchase that are described above or, if requested by the Investment Manager, to provide liquidity for fund redemptions. Notwithstanding the foregoing, DFA retains
discretion over the decision to sell any given security at any time.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying
foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience
difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an
More Information About VP – DFA
International Value Fund
(continued)
adverse movement in the value, price or rate
of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose
the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to
perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be
unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods
of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make
derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
■
|
A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar).
Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it
may buy and sell various currencies in the market.
|
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the
More Information About VP – DFA
International Value Fund
(continued)
exchange on which they were entered into or
through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in
futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the
margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign
exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest
rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Asia Pacific Region.
A number of countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact that country, other countries in the region or the region as a whole. As a result,
More Information About VP – DFA
International Value Fund
(continued)
events in the region will generally have a greater effect on the Fund than if
the Fund were more geographically diversified in areas with more developed countries and economies. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Continued growth of economies and
securities markets in the region will require sustained economic and fiscal discipline, as well as continued commitment to governmental and regulatory reforms. Development also may be influenced by international economic conditions, including those
in the United States and Japan, and by world demand for goods or natural resources produced in countries in the Asia Pacific region. Securities markets in the region are generally smaller and have a lower trading volume than those in the United
States, which may result in the securities of some companies in the region being less liquid than U.S. or other foreign securities. Some currencies, inflation rates or interest rates in the Asia Pacific region are or can be volatile, and some
countries in the region may restrict the flow of money in and out of the country. The risks described under “Foreign Securities Risk” may be more pronounced due to the Fund’s focus on investments in the region.
Europe.
The
Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. Most developed countries in Western Europe are members of the European Union (EU), and many are also members
of the European Economic and Monetary Union (EMU). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU membership are required to comply. In
addition, the private and public sectors’ debt problems of a single EU country can pose significant economic risks to the EU as a whole. Unemployment in Europe has historically been higher than in the United States and public deficits are an
ongoing concern in many European countries. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to underperform
other funds that do not focus their investments in this region of the world.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments
may fall or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report),
More Information About VP – DFA
International Value Fund
(continued)
the industry or sector in which it operates,
or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or
potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes
the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform
as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with DFA is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The date the Subadviser began serving the Fund is set
forth under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods
prior to the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
More Information About VP – DFA
International Value Fund
(continued)
Subadviser
DFA, which has served as Subadviser to the Fund since November
2011, is located at 6300 Bee Cave Road, Building One, Austin, Texas 78746. DFA, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Dimensional Fund Advisors LP
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Joseph
Chi, CFA
|
|
Vice
President and Co-Head of Portfolio Management of DFA
|
|
Co-manager
|
|
2011
|
Jed
Fogdall
|
|
Vice
President and Co-Head of Portfolio Management of DFA
|
|
Co-manager
|
|
2011
|
Mary
Phillips, CFA
|
|
Vice
President and Senior Portfolio Manager of DFA
|
|
Co-manager
|
|
2015
|
Bhanu
Singh
|
|
Vice
President and Senior Portfolio Manager of DFA
|
|
Co-manager
|
|
2015
|
Mr. Chi
joined DFA in 2005. Mr. Chi began his investment career in 1995 and earned a B.S. and M.B.A. from the University of California Los Angeles and a J.D. from the University of Southern California.
Mr. Fogdall
joined DFA in
2004. Mr. Fogdall began his investment career in 2004 and earned a B.S. from Purdue University and an M.B.A. from the University of California Los Angeles.
Ms. Phillips
joined DFA in
2012. Ms. Phillips began her investment career in 2003 and earned a B.A. from the University of Puget Sound and an M.B.A. from the University of Chicago Booth School of Business.
Mr. Singh
joined DFA originally in 2003. Mr. Singh began his investment career in 2003 and earned a B.A. from the University of California Los Angeles and an M.B.A. from the University of Chicago Booth School of Business.
More Information About VP – Eaton Vance
Floating-Rate
Income Fund
Investment Objective
VP – Eaton Vance Floating-Rate Income Fund (the
Fund) seeks to provide shareholders with a high level of current income. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment
involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in income producing floating rate loans and other floating rate debt securities.
These debt instruments will generally be
rated non-investment grade by recognized rating agencies (similar to “high-yield” investments or “junk bonds”) or, if unrated, determined to be of comparable quality. The Fund invests in senior floating rate loans of
borrowers (Senior Loans). The Fund may also purchase secured and unsecured subordinated loans, second lien loans and subordinate bridge loans (Junior Loans), or other floating rate debt instruments, fixed income debt instruments and money market
instruments. Other floating rate debt securities, fixed-income debt securities and money market instruments may include: bonds, notes and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its
agencies or instrumentalities; and commercial paper. For purposes of the 80% policy, money market holdings with a remaining maturity of less than 60 days will be deemed floating rate assets.
The Fund may invest up to 25% of its net assets in foreign
investments.
Floating rate loans are debt obligations of
companies and other similar entities that have interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate (such as London Interbank Offered Rate
(commonly known as LIBOR)) plus a premium). Floating rate loans are typically structured and administered by a financial institution that acts as the agent of the lenders participating in the floating rate loan. The Fund may acquire loans directly
through the agent or from another holder of the loan by assignment. They are generally valued on a daily basis by independent pricing services.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Eaton Vance Management (Eaton Vance or the Subadviser), which provides day-to-day portfolio
management to the Fund.
The Subadviser seeks to invest
in a portfolio of loans that it believes will be less volatile over time than the general loan market. The Subadviser also seeks to maintain broad borrower and industry diversification among the Fund’s holdings, including Senior Loans. When
selecting an investment, the Subadviser seeks to utilize analysis of various investment characteristics including risk/return characteristics. The Subadviser may sell a holding if its risk/return profile deteriorates or to pursue more attractive
investment opportunities.
The Fund’s investment
policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be
given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
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Floating-Rate
Income Fund
(continued)
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Confidential Information Access Risk.
In many instances, issuers of floating rate loans offer to furnish material, non-public information (Confidential Information) to prospective purchasers or holders of the issuer’s floating rate loans to help
potential investors assess the value of the loan. Portfolio managers may avoid the receipt of Confidential Information about the issuers of floating rate loans being considered for acquisition by the Fund, or held in the Fund. A decision not to
receive Confidential Information from these issuers may disadvantage the Fund as compared to other floating rate loan investors, and may adversely affect the price the Fund pays for the loans it purchases, or the price at which the Fund sells the
loans. Further, in situations when holders of floating rate loans are asked, for example, to grant consents, waivers or amendments, the ability to assess the desirability of such consents, waivers or amendments may be compromised. For these and
other reasons, it is possible that the decision not to receive Confidential Information could adversely affect the Fund’s performance.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of the
borrower or the issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present
increased credit risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments
held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral
securing the loan, which may adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the
collateral, the priority status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make
it difficult for the Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the
More Information About VP – Eaton Vance
Floating-Rate
Income Fund
(continued)
disposition of foreign securities, which
could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally
less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or
nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic
companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the
local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories
that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses
within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by
fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other
than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political
developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may consist of transactions involving refinancings, recapitalizations, mergers and acquisitions and other financings for general corporate purposes. The
Fund’s investments also may include senior obligations of a borrower issued in connection with a restructuring pursuant to Chapter 11 of the U.S. Bankruptcy Code (commonly known as “debtor-in-possession” financings), provided that
such senior obligations are determined by the Fund’s portfolio managers to be a suitable investment for the Fund. In such highly leveraged transactions, the borrower assumes large amounts of debt in order to have the financial resources to
attempt to achieve its business objectives. Such business objectives may include but are not limited to: management’s taking over control of a company (leveraged buy-out); reorganizing the assets and liabilities of a company (leveraged
recapitalization); or acquiring another company. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
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Floating-Rate
Income Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example,
the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to
the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell
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Floating-Rate
Income Fund
(continued)
investments in a down market. Floating rate
loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which
gives rise to liquidity risk.
Loan Interests
Risk.
Loan interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan
interests generally are subject to restrictions on transfer, and the Fund may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards
as their fair market value. Accordingly, loan interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days), which expose the Fund to the risk that the
receipt of principal and interest payments may be delayed until the loan interest settles. Extended settlement periods during significant Fund redemption activity could potentially cause short-term liquidity demands within the Fund. In seeking to
meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an effort to generate sufficient cash to pay redeeming shareholders.
The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market
conditions.
Interests in secured loans have the
benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets, although many covenants may be waived or modified with the consent of a certain percentage of the holders of the
loans even if the Fund does not consent. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most loan
agreements there is no formal requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that
a court could take action with respect to a loan that is adverse to the holders of the loan, including the Fund. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of
interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating
the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and
adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured
loans will generally be paid only if the value of the collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders. The remaining collateral may not be sufficient to cover the full amount owed on the loan in
which the Fund has an interest. In addition, if a secured loan is foreclosed, the Fund would likely bear the costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Fund would
bear the risk that the collateral may decline in value while the Fund is holding it. From time to time, disagreements may arise amongst the holders of loans and debt in the capital structure of an issuer, which may give rise to litigation risks,
including the risk that a court could take action adverse to the holders of the loan, which could negatively impact the Fund’s performance.
The Fund may acquire a loan interest by obtaining an
assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, the Fund normally will succeed to all rights and obligations of its assignor with respect to the portion of
the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the assignor. Alternatively, the Fund may acquire a
participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and the Fund
normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the Fund’s pro rata share of loan payments to the
Fund. It may also be difficult for the Fund to obtain an accurate picture of a lending bank’s financial condition.
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Floating-Rate
Income Fund
(continued)
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that
an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be
unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Eaton Vance is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
Eaton Vance, which has served as Subadviser to the Fund since
May 2010, is located at Two International Place, Boston, MA 02110. Eaton Vance, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management. Eaton Vance is a registered investment adviser. Eaton Vance has been managing assets since 1924 and managing mutual funds since 1931. Eaton Vance is a wholly-owned subsidiary of
Eaton Vance Corp.
More Information About VP – Eaton Vance
Floating-Rate
Income Fund
(continued)
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Eaton Vance Management (Eaton Vance)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Scott
Page, CFA
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Craig
Russ
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Andrew
Sveen, CFA
|
|
Vice
President of Eaton Vance
|
|
Co-manager
|
|
2010
|
Mr. Page
joined Eaton Vance in 1989. Mr. Page began his investment career in 1981 and earned a B.A. from Williams College and an M.B.A. from Tuck School at Dartmouth College.
Mr. Russ
joined Eaton Vance in
1997. Mr. Russ began his investment career in 1986 and earned a B.A. from Middlebury College and he also studied at the London School of Economics and Political Science.
Mr. Sveen
joined Eaton Vance
in 1999. Mr. Sveen began his investment career in 1995 and earned a B.S. from Dartmouth College and an M.B.A. from the William Simon School of Business Finance.
More Information About VP – Jennison Mid
Cap Growth Fund
Investment Objective
VP – Jennison Mid Cap Growth Fund (the Fund) seeks to
provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there
is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in the equity securities of mid-capitalization companies. Mid-capitalization companies are defined as those companies with a market
capitalization that falls within the range of the companies that comprise the Russell Midcap
®
Growth Index (the Index). The market capitalization
range of the companies included within the Index was $70.3 million to $59.4 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in
which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market
capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary and the information technology sectors.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Jennison Associates LLC (Jennison or the Subadviser), which provides day-to-day portfolio
management to the Fund.
Jennison seeks to identify
companies with above-average earnings-per-share growth that generally have the following characteristics:
■
|
Sustainable earnings growth
over the investment horizon
|
■
|
Strong business fundamentals
|
■
|
Stable and enduring
franchise value
|
Jennison uses a
“bottom-up,” research intensive approach seeking to build a diversified portfolio of companies with attractive valuations and projected strong earnings growth on an intermediate-term basis. Jennison believes the market often
underappreciates the performance of these steady-growth companies and seeks to capture inflection points in a company’s growth rates or business model, looking for companies transitioning from early-stage growth to a more mature, seasoned
level of performance.
Jennison typically sells a
security when one or more of the following occurs:
■
|
The security exceeds
Jennison’s target price
|
■
|
A fundamental change in
earnings growth or company dynamics alters Jennison’s view of appreciation potential
|
■
|
Risk characteristics
increase due to changes in company fundamentals or industry trends
|
■
|
A more attractive holding
candidate is uncovered
|
The
Fund’s investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Additionally, shareholders will be given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
More Information About VP – Jennison Mid
Cap Growth Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report),
More Information About VP – Jennison Mid
Cap Growth Fund
(continued)
the industry or sector in which it operates,
or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or
potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of these investments, among other factors.
Mid-Cap Company Securities Risk.
Securities of mid-capitalization companies (mid-cap companies) can, in certain circumstances, have more risk than securities of larger capitalization companies (larger companies). For example, mid-cap companies may be
more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Mid-cap companies are also more likely than larger companies to have
more limited product lines and operating histories and to depend on smaller management teams. Securities of mid-cap companies may trade less frequently and in smaller volumes and may fluctuate more sharply in value than securities of larger
companies. When the Fund takes significant positions in mid-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be difficult and result in Fund investment losses. In addition,
some mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary and the information technology
sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Jennison is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
More Information About VP – Jennison Mid
Cap Growth Fund
(continued)
Subadviser
Jennison, which has served as Subadviser to the Fund since May
2010, is located at 466 Lexington Avenue, New York, NY 10017. Jennison, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information,
under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Jennison Associates LLC (Jennison)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Mullman, CFA
|
|
Managing
Director and Portfolio Manager of Jennison
|
|
Co-manager
|
|
2010
|
Sheetal
Prasad, CFA
|
|
Managing
Director and Portfolio Manager of Jennison
|
|
Co-manager
|
|
January
2017
|
Mr. Mullman
joined Jennison in 2000. Mr. Mullman began his investment career in 1987 and earned a B.A. in economics from the College of the Holy Cross and an M.B.A. from Yale University.
Ms. Prasad
joined Jennison in 2007. Ms.
Prasad began her investment career in 2000 and earned a B.S. in biology from Georgetown University.
More Information About VP – Loomis Sayles
Growth Fund
Investment Objective
VP – Loomis Sayles Growth Fund (the Fund)
seeks to provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves
risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund invests primarily in equity
securities of large-capitalization companies believed to have the potential for long-term growth. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund may invest up to 25% of its net assets in
foreign investments. The Fund may invest in foreign securities, including emerging market securities, directly or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of
underlying securities issued by foreign companies.
The
Fund will not concentrate its assets in any single industry but may from time to time invest more than 25% of its assets in companies conducting business in various industries within an economic sector. The Fund will typically invest in a limited
number of companies.
Columbia Management Investment
Advisers, LLC (Columbia Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Loomis, Sayles & Company, L.P. (Loomis Sayles or the Subadviser),
which provides day-to-day portfolio management to the Fund.
Loomis Sayles normally invests across a wide range of sectors
and industries. Loomis Sayles employs a growth style of equity management that seeks to emphasize companies with sustainable competitive advantages, long-term structural growth drivers, attractive cash flow returns on invested capital, and
management teams focused on creating long-term value for shareholders. Loomis Sayles aims to invest in companies when they trade at a significant discount to Loomis Sayles’ estimate of intrinsic value.
Loomis Sayles will consider selling a portfolio investment
when it believes an unfavorable structural change occurs within a given business or the markets in which it operates, a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes available, when
current price fully reflects intrinsic value, or for other investment reasons which Loomis Sayles deems appropriate.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio manager to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example,
More Information About VP – Loomis Sayles
Growth Fund
(continued)
military confrontations, war and terrorism,
occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in
the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Focused Portfolio Risk.
The
Fund, because it may invest in a limited number of companies, may have more volatility in its NAV and is considered to have more risk than a fund that invests in a greater number of companies because changes in the value of a single security may
have a more significant effect, either negative or positive, on the Fund’s NAV. To the extent the Fund invests its assets in fewer securities, the Fund is subject to greater risk of loss if any of those securities decline in
price.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
More Information About VP – Loomis Sayles
Growth Fund
(continued)
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Loomis Sayles is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30,
2016.
The date the Subadviser began serving the
Fund is set forth under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate
for periods prior to the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
More Information About VP – Loomis Sayles
Growth Fund
(continued)
Subadviser
Loomis Sayles, which has served as Subadviser to the Fund
since March 2014, is located at One Financial Center, Boston, MA 02111. Loomis Sayles, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management. Loomis Sayles is a subsidiary of Natixis US, which is part of Natixis Global Asset Management, an international asset management group based in Paris, France. Founded in 1926,
Loomis Sayles is one of the oldest investment advisory firms in the United States.
Portfolio Manager
Information about the portfolio manager primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio manager, including information relating to compensation, other accounts managed by the portfolio manager, and ownership by the
portfolio manager of Fund shares.
Subadviser:
Loomis, Sayles & Company, L.P. (Loomis Sayles)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Aziz
Hamzaogullari, CFA
|
|
Vice
President and Portfolio Manager of Loomis Sayles
|
|
Manager
|
|
2014
|
Mr. Hamzaogullari
joined Loomis Sayles in 2010. Mr. Hamzaogullari began his investment career in 1993 and earned a B.S. from Bilkent University in Turkey and an M.B.A. from George Washington University.
More Information About VP
– Los Angeles Capital Large Cap Growth Fund
Investment Objective
VP – Los Angeles Capital Large Cap Growth Fund
(the Fund) seeks to provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment
involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity securities of U.S. large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. The Fund may
invest in preferred stock, real estate investment trusts (REITs) and master limited partnerships (MLPs). The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector, the
health care sector and the information technology sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Los Angeles Capital Management and Equity Research, Inc. (Los Angeles Capital or the
Subadviser), which provides day-to-day portfolio management to the Fund.
Los Angeles Capital employs a quantitative and dynamic
approach to extract fundamental drivers of stock performance in the current market environment. The investment process considers a range of valuation, earnings, financial, market, and management characteristics to identify current drivers of return.
Utilizing these characteristics, Los Angeles Capital constructs risk controlled, forward looking portfolios designed to adapt to changing market conditions.
Los Angeles Capital will consider selling a security if it no
longer views the characteristics of the stock favorably.
The Fund’s Subadviser uses quantitative methods to
identify investment opportunities and construct the Fund’s portfolio.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
More Information About VP
– Los Angeles Capital Large Cap Growth Fund
(continued)
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Master
Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Holders of these units have more limited rights to vote on
matters affecting the partnership. These units may be subject to cash flow and dilution risks. There are also certain tax risks associated with such an investment. In particular, the Fund’s investment in master limited partnerships can be
limited by the Fund’s intention to qualify as a regulated investment company for U.S. federal income tax purposes, and can limit the Fund’s ability to so qualify. In addition, conflicts of interest may exist between common unit holders,
subordinated unit holders and the general partner of a master limited partnership, including a conflict arising as a result of incentive distribution payments. In addition, there are risks related to the general partner’s right to require unit
holders to sell their common units at an undesirable time or price.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Quantitative Model
Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected
performance for many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses
or models, or in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager
to factor all relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will
take into account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions
on behalf of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that
these methodologies will enable the Fund to achieve its objective.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate
More Information About VP
– Los Angeles Capital Large Cap Growth Fund
(continued)
industry, including REITs. REITs and similar non-U.S. entities depend upon
specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the
risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including
changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector, the health care sector and the information
technology sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that
invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services (especially for companies dependent
upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar
litigation as well as product obsolescence.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the adoption of the investment subadvisory agreement with Los Angeles Capital will be available in the Fund’s semiannual report to shareholders for the fiscal period ending June 30, 2017.
More Information About VP
– Los Angeles Capital Large Cap Growth Fund
(continued)
The date the Subadviser began serving the Fund is set forth
under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods prior to
the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
Los Angeles Capital, which has served as Subadviser to the
Fund since May 2017, is an SEC registered investment adviser located at 11150 Santa Monica Blvd., Suite 200, Los Angeles, CA 90025. Los Angeles Capital, subject to the supervision of Columbia Management, provides day-to-day management of a portion
of the Fund’s portfolio, as well as investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Los Angeles Capital Management and Equity Research, Inc. (Los Angeles Capital)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Thomas
Stevens, CFA
|
|
Chairman,
CEO and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Hal
Reynolds, CFA
|
|
Chief
Investment Officer and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Daniel
Allen, CFA
|
|
President
and Senior Portfolio Manager of Los Angeles Capital
|
|
Co-manager
|
|
May 2017
|
Daniel
Arche, CFA
|
|
Portfolio
Manager of Los Angeles Capital
|
|
Co-manager
|
|
May
2017
|
Mr. Stevens
co-founded Los Angeles Capital in 2002. Mr. Stevens began his investment career in 1976 and earned a B.B.A. and an M.B.A. from University of Wisconsin.
Mr. Reynolds
co-founded Los
Angeles Capital in 2002. Mr. Reynolds began his investment career in 1982 and earned a B.A. from the University of Virginia and an M.B.A. from University of Pittsburgh.
Mr. Allen
joined Los Angeles
Capital in 2009. Mr. Allen began his investment career in 1983 and earned a B.B.A. from Pacific Lutheran University and an M.B.A. from University of Chicago Booth School of Business.
Mr. Arche
joined Los Angeles Capital in 2007. Mr. Arche began his investment career in 2006 and earned a B.B.A. from University of Southern California.
More Information About VP – MFS
®
Value Fund
Investment Objective
VP – MFS
®
Value Fund (the Fund) seeks to provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy
and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund’s assets are invested primarily in equity
securities. The Fund invests primarily in stocks of companies that are believed to be undervalued compared to their perceived worth (value companies). Value companies tend to have stock prices that are low relative to their earnings, dividends,
assets, or other financial measures.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Equity securities in which the Fund may invest include common
stocks, preferred stocks, securities convertible into common stocks, equity interests in real estate investment trusts (REITs) and depositary receipts for such securities.
Depositary receipts are receipts issued by a bank or trust company reflecting
ownership of underlying securities issued by foreign companies. While the Fund may invest its assets in companies of any size, the Fund generally focuses on large-capitalization companies. Large-capitalization companies are defined by the Fund as
those companies with market capitalizations of at least $5 billion at the time of purchase.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Massachusetts Financial Services Company (MFS or the Subadviser), which provides day-to-day
portfolio management to the Fund.
MFS uses an active “bottom-up”
investment approach to buying and selling investments for the Fund. Investments are selected primarily based on fundamental analysis of individual issuers and their potential in light of their financial condition, and market, economic, political and
regulatory conditions. Factors considered may include analysis of an issuer’s earnings, cash flows, competitive position, and management ability. Quantitative models that systematically evaluate an issuer’s valuation, price and earnings
momentum, earnings quality, and other factors may also be considered. The Subadviser may sell a holding for a variety of reasons, such as to seek to secure gains, limit losses, or redeploy assets into opportunities believed to be more promising,
among others.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically
More Information About VP – MFS
®
Value Fund
(continued)
be paid before the
company's common stockholders but after holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in
More Information About VP – MFS
®
Value Fund
(continued)
the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Preferred
Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock
does not ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on
which the stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable to changes in interest rates).
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector
may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of
More Information About VP – MFS
®
Value Fund
(continued)
those positions,
particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with MFS is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
MFS, which has served as Subadviser to the Fund since May
2010, is located at 111 Huntington Avenue, Boston, MA 02199. MFS, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information, under a
Subadvisory Agreement with Columbia Management. MFS is a subsidiary of Sun Life of Canada (U.S.) Financial Services Holdings, Inc., which in turn is an indirect majority-owned subsidiary of Sun Life Financial Inc. (a diversified financial services
company).
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Massachusetts Financial Services Company
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Nevin
Chitkara
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2010
|
Steve
Gorham
|
|
Investment
Officer and Portfolio Manager of MFS
|
|
Co-manager
|
|
2010
|
Mr. Chitkara
has been employed in the investment area of MFS since 1997. Mr. Chitkara earned a B.S. from Boston University and an M.B.A. from Massachusetts Institute of Technology.
Mr. Gorham
has been employed
in the investment area of MFS since 1992. Mr. Gorham earned a B.S. from the University of New Hampshire and an M.B.A. from Boston College.
More Information About VP – Morgan Stanley
Advantage Fund
Investment Objective
VP – Morgan Stanley Advantage Fund (the Fund) seeks
to provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk,
there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund has
exposure to equity securities. Equity securities include common stocks, preferred stocks, securities convertible into common stocks, rights and warrants to purchase common stocks, exchange-traded funds (ETFs), and limited partnership interests.
While the Fund may invest in companies of any size, the Fund primarily focuses on large capitalization companies that fall within the range of the Russell
1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion
as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the
Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market
capitalization of the smallest company within the Index.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest up to 15% of its net assets in foreign
investments, including emerging market investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying
securities issued by foreign companies.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the consumer discretionary and information technology and technology-related sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Morgan Stanley Investment Management Inc. (MSIM or the Subadviser), which provides day-to-day
portfolio management to the Fund.
The Subadviser
emphasizes a bottom-up stock selection process, seeking attractive investments on an individual company basis. In selecting investments, the Subadviser seeks to invest in companies with strong name recognition and sustainable competitive advantages.
The Subadviser typically favors companies with rising returns on invested capital, above average business visibility, strong free cash flow generation and an attractive risk/reward.
Fundamental research drives the Subadviser’s investment
process. The Subadviser studies on an ongoing basis company developments, including business strategy and financial results. The Subadviser generally considers selling a portfolio holding when it determines that the holding no longer satisfies its
investment criteria.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to
More Information About VP – Morgan Stanley
Advantage Fund
(continued)
honor a financial obligation, such as making payments to the
Fund when due). Convertible securities also react to changes in the value of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will
fall, sometimes rapidly or unpredictably, or fail to rise). Because the value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to
interest rates as a similar debt instrument, and generally will not vary in value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities
would typically be paid before the company's common stockholders but after holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease
the Fund's return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Exchange-Traded Fund (ETF) Risk.
An ETF’s share price may not track its specified market index (if any) and may trade below its NAV. Certain ETFs use a “passive” investment strategy and do not take defensive positions in volatile or
declining markets. Other ETFs in which the Fund may invest are actively managed ETFs (i.e., they do not track a particular benchmark), which indirectly subjects the Fund to active management risk. An active secondary market in ETF shares may not
develop or be maintained and may be halted or interrupted due to actions by its listing exchange, unusual market conditions or other reasons. There can be no assurance that an ETF’s shares will continue to be listed on an active exchange. In
addition, shareholders bear both their proportionate share of the Fund’s expenses and similar expenses incurred through ownership of the ETF. There is a risk that ETFs in which the Fund invests may terminate due to extraordinary events. For
example, any of the service providers to ETFs, such as the trustee or sponsor, may close or otherwise fail to perform their obligations to the ETF, and the ETF may not be able to find a substitute service provider. Also, certain ETFs may be
dependent upon licenses to use various indexes as a basis for determining their compositions and/or otherwise to use certain trade names. If these licenses are terminated, the ETFs may also terminate. In addition, an ETF may terminate if its net
assets fall below a certain amount.
Foreign
Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely
volatile. Foreign securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also
generally higher for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign
More Information About VP – Morgan Stanley
Advantage Fund
(continued)
governments may impose withholding or other
taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory.
Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or
events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and
financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses
within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain
foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of
risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers
from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the
Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a
number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into
U.S. dollars and vice versa.
Growth Securities
Risk.
Growth securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected
market value and may decline in price. In addition, growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Master Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Holders of these units have more limited rights to vote on matters affecting the
partnership. These units may be subject to cash flow and dilution risks. There are also certain tax risks associated with such an investment. In particular, the Fund’s investment in master limited partnerships can be limited by the
Fund’s intention to qualify as a regulated investment company for U.S. federal income tax purposes, and can limit the Fund’s ability to so qualify. In addition, conflicts of interest may exist between common unit holders, subordinated
unit holders and the general partner of a master limited partnership, including a conflict arising as a result of incentive distribution payments. In addition, there are risks related to the general partner’s right to require unit holders to
sell their common units at an undesirable time or price.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or
More Information About VP – Morgan Stanley
Advantage Fund
(continued)
services, projected growth rates, experience of management,
liquidity, and general market conditions of the markets on which the stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk
(
i.e.
, the risk of losses attributable to changes in interest rates).
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary and information technology and technology-related
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established
companies (larger companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited
financial resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on
More Information About VP – Morgan Stanley
Advantage Fund
(continued)
smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Warrants and Rights Risk.
Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified
period or perpetually. Warrants may be acquired separately or in connection with the acquisition of securities. Warrants do not carry with them the right to dividends or voting rights and they do not represent any rights in the assets of the issuer.
Warrants are subject to the risks associated with the security underlying the warrant, including market risk. Warrants may expire unexercised and subject the Fund to liquidity risk (the risk that it may not be possible for the Fund to liquidate the
instrument at an advantageous time or price), which may result in Fund losses. Rights are available to existing shareholders of an issuer to enable them to maintain proportionate ownership in the issuer by being able to buy newly issued shares.
Rights allow shareholders to buy the shares below the current market price. Rights are typically short-term instruments that are valued separately and trade in the secondary market during a subscription (or offering) period. Holders can exercise the
rights and purchase the stock, sell the rights or let them expire. Their value, and their risk of investment loss, is a function of that of the underlying security.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the adoption, and subsequent renewal, of the investment subadvisory agreement with MSIM is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The date the Subadviser began serving the Fund is set
forth under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods
prior to the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
MSIM, which has served as Subadviser to the Fund since May
2016, is located at 522 Fifth Avenue, New York, New York 10036. MSIM, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information, under
a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Morgan Stanley Investment Management Inc. (MSIM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Dennis
P. Lynch
|
|
Managing
Director and Investor of MSIM
|
|
Lead
Manager
|
|
2016
|
David
S. Cohen
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
More Information About VP – Morgan Stanley
Advantage Fund
(continued)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Sam
G. Chainani, CFA
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Alexander
T. Norton
|
|
Executive
Director and Investor of MISM
|
|
Co-manager
|
|
2016
|
Jason
C. Yeung, CFA
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Armistead
B. Nash
|
|
Managing
Director and Investor of MSIM
|
|
Co-manager
|
|
2016
|
Mr. Lynch
joined MSIM in 1998. Mr. Lynch began his investment career in 1994 and earned a B.A. from Hamilton College and an M.B.A., with honors, in finance from Columbia University.
Mr. Cohen
joined MSIM in 1993.
Mr. Cohen began his investment career in 1988 and earned a B.S. from Pace University.
Mr. Chainani
joined MSIM in
1996. Mr. Chainani began his investment career in 1996 and earned a B.S. from Binghamton University.
Mr. Norton
joined MSIM in
1995. Mr. Norton began his investment career in 1990 and earned B.A. from the University of Pennsylvania and an M.B.A. in finance from Columbia Business School.
Mr. Yeung
joined MSIM in 2002.
Mr. Yeung began his investment career in 1997 and earned a B.A. from Johns Hopkins University and a Master’s Degree from the University of Cambridge.
Mr. Nash
joined MSIM in 2002.
Mr. Nash began his investment career in 2000 and earned a B.A. from the University of Virginia and an M.B.A. from the University of Virginia Darden School of Business.
More Information About VP – Oppenheimer
International
Growth Fund
Investment Objective
VP – Oppenheimer International Growth Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
The
Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be
achieved.
Principal Investment Strategies
The Fund’s assets are primarily
invested in equity securities of foreign issuers as well as depositary receipts. Equity securities include common stocks, preferred stocks, and securities convertible into common stock. Depositary receipts are receipts issued by a bank or trust
company reflecting ownership of underlying securities issued by foreign companies. Under normal circumstances, the Fund invests in companies located in at least three countries outside the U.S. From time to time it may place greater emphasis on
investing in one or more particular regions such as Asia, Europe or Latin America. The Fund may also invest up to 10% of its net assets in securities that provide exposure to emerging markets. The Fund may invest in the securities of issuers of any
market capitalization. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector and the industrials sector. Under normal circumstances, the Fund will emphasize investments
in issuers that the portfolio managers consider to be “growth” companies.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, OppenheimerFunds, Inc. (Oppenheimer or the Subadviser), which provides day-to-day portfolio
management to the Fund.
In selecting investments for the
Fund’s portfolio, the Subadviser evaluates investment opportunities on a company-by-company basis. The Subadviser looks primarily for companies with high growth potential using a bottom-up investment approach, that is, by looking at the
investment performance of individual stocks before considering the impact of general or industry-specific economic trends. This approach includes fundamental analysis of a company’s financial statements and management structure and
consideration of the company’s operations, product development, and industry position.
The Subadviser focuses on the following factors, which may
vary in particular cases and may change over time:
■
|
Companies that enjoy a
strong competitive position and high demand for their products or services;
|
■
|
Companies with accelerating
earnings growth and cash flow; and
|
■
|
Diversity among companies,
industries and countries to help reduce the risks of foreign investing, such as currency fluctuations and stock market volatility.
|
The Subadviser also considers the effect of worldwide trends
on the growth of particular business sectors and looks for companies that may benefit from those trends. The trends considered include: mass affluence, new technologies, restructuring and aging. The Subadviser does not invest any fixed amount of the
Fund’s assets according to these criteria and the trends that are considered may change over time. The Subadviser monitors individual issuers for changes in the factors above, which may trigger a decision to sell a security, but does not
require a decision to do so.
Principal Risks
An investment in the Fund involves risks,
including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net
asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
More Information About VP – Oppenheimer
International
Growth Fund
(continued)
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after
holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition,
More Information About VP – Oppenheimer
International
Growth Fund
(continued)
it may be difficult to obtain reliable information about the securities and
business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market
is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected
country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly
over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs
when converting foreign currencies into U.S. dollars and vice versa.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Asia Pacific Region.
A number of countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact that country, other countries in the region or the region as a whole. As a result, events in the region will
generally have a greater effect on the Fund than if the Fund were more geographically diversified in areas with more developed countries and economies. This could result in increased volatility in the value of the Fund’s investments and losses
for the Fund. Continued growth of economies and securities markets in the region will require sustained economic and fiscal discipline, as well as continued commitment to governmental and regulatory reforms. Development also may be influenced by
international economic conditions, including those in the United States and Japan, and by world demand for goods or natural resources produced in countries in the Asia Pacific region. Securities markets in the region are generally smaller and have a
lower trading volume than those in the United States, which may result in the securities of some companies in the region being less liquid than U.S. or other foreign securities. Some currencies, inflation rates or interest rates in the Asia Pacific
region are or can be volatile, and some countries in the region may restrict the flow of money in and out of the country. The risks described under “Emerging Markets Securities Risk” and “Foreign Securities Risk” may be more
pronounced due to the Fund’s focus on investments in the region.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. Most developed countries in Western Europe are members of the European Union (EU), and many are also members of the
European Economic and Monetary Union (EMU). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU membership are required to comply. In
addition, the private and public sectors’ debt problems of a single EU country can pose significant economic risks to the EU as a whole. Unemployment in Europe has historically been higher than in the United States and public deficits are an
ongoing concern in many European countries. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to underperform
other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
More Information About VP – Oppenheimer
International
Growth Fund
(continued)
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector and the industrials sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
More Information About VP – Oppenheimer
International
Growth Fund
(continued)
Industrials Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials
sector are subject to certain risks, including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments
and frequent new product introduction. Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can
lower the demand for their stocks.
Portfolio
Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the investment subadvisory agreement with Oppenheimer is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The date the Subadviser began serving the Fund is set forth
under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods prior to
the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
Oppenheimer, which has served as Subadviser to the Fund since
May 2016, is located at 225 Liberty Street, New York, New York 10281-1008. Oppenheimer, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
More Information About VP – Oppenheimer
International
Growth Fund
(continued)
Subadviser:
OppenheimerFunds,
Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
George
Evans, CFA
|
|
Chief
Investment Officer, Equities, of Oppenheimer
|
|
Lead
Manager
|
|
2016
|
Robert
Dunphy, CFA
|
|
Vice
President of Oppenheimer
|
|
Co-manager
|
|
2016
|
Mr. Evans
joined Oppenheimer in 1990. Mr. Evans began his investment career in 1986 and earned a B.A. and an M.A. from Oxford University and an M.B.A. from the Wharton School of the University of Pennsylvania.
Mr. Dunphy
joined Oppenheimer
in 2004. Mr. Dunphy began his investment career in 2001 and earned a M.S. in finance from London Business School and a B.S.F.S. in international economics from Georgetown University.
More Information About VP
– Partners Core Bond Fund
Investment Objective
VP – Partners Core Bond Fund (the Fund) seeks to
provide shareholders with a high level of current income while conserving the value of the investment for the longest period of time. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of
Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund invests primarily in securities like those included in the Bloomberg Barclays U.S. Aggregate Bond Index (the Index),
which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government and its agencies and instrumentalities, corporate bonds, and mortgage- and asset-backed securities. The Fund may invest in
mortgage dollar rolls and reverse repurchase agreements, as well as invest in U.S. dollar-denominated debt securities of foreign issuers.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadvisers: J.P. Morgan Investment Management Inc. (JPMIM) and Wells Capital Management Incorporated
(WellsCap) (JPMIM and WellsCap each a Subadviser and collectively, the Subadvisers). The Subadvisers provide day-to-day portfolio management to the Fund. The Investment Manager, subject to the oversight of the Fund’s Board of Trustees, decides
the proportion of the Fund’s assets to be managed by each Subadviser, and may change these proportions at any time. Each Subadviser acts independently of any other Subadviser and uses its own methodology for selecting investments.
Each Subadviser employs an active investment strategy.
JPMIM
JPMIM analyzes four major factors in managing and constructing
the Fund’s investment portfolio: duration, market sectors, maturity concentrations and individual securities. JPMIM looks for market sectors and individual securities that it believes will perform well over time. JPMIM selects individual
securities after performing a risk/reward analysis that includes an evaluation of interest rate risk, credit risk and the complex legal and technical structure of the transaction.
JPMIM incorporates a bottom-up, value-oriented approach to
fixed income investment management, including:
■
|
identifying securities that
it believes are priced inefficiently;
|
■
|
making sector allocation
decisions based on a broad sector outlook, utilizing expected return and valuation analysis;
|
■
|
managing the yield curve,
with an emphasis on evaluating relative risk/reward relationships along the yield curve; and
|
■
|
managing portfolio duration,
primarily as a risk control measure.
|
WellsCap
WellsCap uses a bottom-up security selection process, focusing
on the more liquid sectors of the bond market and active relative value management. WellsCap manages portfolio duration and yield curve exposure relatively close to that of the benchmark, in order to ensure that security selection is the primary
driver of performance.
WellsCap invests in debt
securities that they believe offer competitive returns and are undervalued, offering additional income and/or price appreciation potential relative to other debt securities of similar credit quality and interest rate sensitivity. WellsCap may sell a
security that has achieved its desired return or if they believe the security or its sector has become overvalued. WellsCap may also sell a security if a more attractive opportunity becomes available or if the security is no longer attractive due to
its risk profile or as a result of changes in the overall market environment.
More Information About VP
– Partners Core Bond Fund
(continued)
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities
More Information About VP
– Partners Core Bond Fund
(continued)
to be delivered. In lieu of taking delivery of mortgage-backed securities,
the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the
risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio
turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are
subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms of the instrument.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest
rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to fall, and if interest rates fall, the
values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of the Fund's shares. In general, the
longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn, would increase prepayment risk.
Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may negatively affect the value of
fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease. Rising interest
rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that
More Information About VP
– Partners Core Bond Fund
(continued)
growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another
more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments
(for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or
more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the
less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively
impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Mortgage-
and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in:
interest rates; factors concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit
enhancements; or the market's assessment of the quality of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer
or guarantor of the securities) are distributed to the holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and
home equity loans. Mortgage- and other asset-backed securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset
may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of
mortgage- and other asset-backed securities may be difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and
more sensitive to changes in interest rates. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in
the case of securities guaranteed by the Government National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or
the Federal Home Loan Mortgage Corporation (FHLMC)), which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities).
Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit
enhancements, such as pool insurance,
More Information About VP
– Partners Core Bond Fund
(continued)
guarantees issued by governmental entities, letters of credit from a bank or
senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private issuer.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that
an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be
unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the
More Information About VP
– Partners Core Bond Fund
(continued)
basis for the Board’s approval of the renewal of the investment
subadvisory agreement with JPMIM is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016. A discussion regarding the basis for the Board’s approval of the adoption of the investment
subadvisory agreement with WellsCap will be available in the Fund’s semiannual report to shareholders for the fiscal period ending June 30, 2017.
Subadvisers
JPMIM, which has served as Subadviser to the Fund since May
2010, is located at 270 Park Avenue, New York, New York 10017. JPMIM, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information, under
a Subadvisory Agreement with Columbia Management.
WellsCap, which has served as Subadviser to the Fund since May
2017, is located at 525 Market Street, San Francisco, California 94105. WellsCap, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
J.P. Morgan Investment Management Inc. (JPMIM)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Richard
Figuly
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2016
|
Barbara
Miller
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2015
|
Peter
Simons, CFA
|
|
Managing
Director and Portfolio Manager of JPMIM
|
|
Co-manager
|
|
2013
|
Mr. Figuly
joined JPMIM in 1993 and is a member of the Global Fixed Income, Currency & Commodities (GFICC) group. Based in Columbus, Mr. Figuly is a portfolio manager for JPMIM’s U.S. Value Driven team and is responsible
for managing institutional taxable bond portfolios. Mr. Figuly began his investment career in 1994 and holds a B.S. in finance from Ohio State University.
Ms. Miller
joined JPMIM and/or
its predecessor in 1994. Ms. Miller is currently the head of the U.S. Value Driven Platform within JPMIM’s Global Fixed Income, Currency & Commodities Group effective September 2015. Ms. Miller also has served as the manager and a senior
portfolio manager for JPMIM’s Fixed Income Mid Institutional Taxable Group since 2007 which provides individually managed fixed income investments for fully discretionary, institutional accounts and personal investment management accounts. Ms.
Miller began her investment career in 1978 and holds a B.S. in Finance and Banking from Franklin University.
Mr. Simons
joined JPMIM and/or
its predecessor in 2001. Mr. Simons began his investment career in 2000 and earned a B.S. from Cedarville University and an M.B.A. from Fisher College of Business at Ohio State University.
Subadviser:
Wells Capital
Management Incorporated (WellsCap)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Thomas
O’Connor, CFA
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Co-Head of WellsCap
|
|
Co-manager
|
|
May 2017
|
Troy
Ludgood
|
|
Senior
Portfolio Manager and Montgomery Fixed Income Team Co-Head of WellsCap
|
|
Co-manager
|
|
May
2017
|
More Information About VP
– Partners Core Bond Fund
(continued)
Mr. O’Connor
joined
WellsCap in 2000. Mr. O’Connor began his investment career in 1988 and earned a B.S. in Business Administration from the University of Vermont.
Mr. Ludgood
joined WellsCap in 2004. Mr. Ludgood began his investment career in 2000 and earned a M.B.A. from Wharton School, University of Pennsylvania.
More Information About VP – Partners Small
Cap Growth Fund
Investment Objective
VP – Partners Small Cap Growth Fund (the Fund) seeks to
provide shareholders with long-term capital growth. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there
is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in the equity securities of small-capitalization companies. Small-capitalization companies are defined as those companies with a market
capitalization, at the time of purchase, of up to $2.5 billion, or that fall within the range of the Russell 2000
®
Growth Index (the Index). The
market capitalization range of the companies included within the Index was $18.7 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. As such, the size of
the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond
the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. The Fund may from time to time emphasize one or more sectors in selecting its investments, including
the industrials sector, health care sector and the technology and technology-related sectors.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadvisers: BMO Asset Management Corp. (BMO), Kennedy Capital Management, Inc. (Kennedy) and Wells Capital
Management Incorporated (WellsCap) (BMO, Kennedy and WellsCap each a Subadviser and collectively, the Subadvisers). The Subadvisers provide day-to-day portfolio management to the Fund. The Investment Manager, subject to the oversight of the
Fund’s Board of Trustees, decides the proportion of the Fund’s assets to be managed by each Subadviser, and may change these proportions at any time. Each Subadviser acts independently of any other Subadviser and uses its own methodology
for selecting investments. Each Subadviser employs an active investment strategy. One or more of the Fund’s subadvisers uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s
portfolio.
BMO
BMO seeks to integrate fundamental and quantitative investing.
BMO focuses on company fundamentals by using a quantitative process to identify companies that, in BMO’s opinion, exhibit good value based on a comparison of price to a fundamentals-based intrinsic value, the quality and sustainability of a
company’s underlying fundamentals such as growth, profitability, earnings quality, capital usage efficiency and operating trends, and improving investor interest. BMO’s quantitative process uses a multi-factor risk/return investment
model based on internal research and academic studies to select investments for its sleeve. The model ranks each stock in order of attractiveness. BMO periodically modifies the investment model based upon its fundamental analysis of the output of
the model and the designated risk parameters. BMO selects securities generated by the model based on a goal of optimizing its sleeve by constructing a diversified portfolio intended to maximize expected risk-adjusted returns.
BMO’s integrated process is grounded in two core
beliefs:
■
|
Companies that are
undervalued relative to their fundamentals and exhibit improving investor interest outperform the market over the long run
|
■
|
A systematic approach to
stock evaluation and portfolio construction maximizes risk-adjusted returns over full market cycles
|
BMO may sell a security when its expected return deteriorates;
when BMO believes its exclusion improves the overall risk/return profile of the portfolio; or for other reasons.
More Information About VP – Partners Small
Cap Growth Fund
(continued)
Kennedy
Kennedy utilizes a fundamental, bottom-up security selection
approach to assess the intrinsic value of a company’s business based on an analysis of a company’s operations and financials. In addition to focusing attention within the equity universe where small companies with solid growth prospects
are often overlooked, Kennedy specifically looks for businesses that it believes can create value while growing. In particular, Kennedy focuses on finding recursive business models that, in Kennedy’s opinion, can produce stable or increasing
rates of return. Kennedy primarily uses cash flow return on invested capital to measure corporate performance. Kennedy’s approach is ultimately aimed at determining return potential, the cost of obtaining return potential (e.g., required
capital investment and expenses), and the sustainability of those returns amid competition. Kennedy’s process relies on internal sources and ongoing review of news, company visits/calls, conferences, and results across the investable universe
on an industry-by-industry, analyst-by-analyst basis as well as the continual monitoring of trends and factors that may impact company fundamentals.
Kennedy may sell a stock when its analysis raises concerns
about the company from a fundamental perspective, or when Kennedy’s valuation determines a stock is fully valued. Analysis of corporate performance and valuation is a dynamic process which requires continuous evaluation of the current
trajectory and outlook for each company owned in the portfolio, as well as the value the market is assigning to the company. Additionally, Kennedy may also sell a security in order to reallocate capital to other, more attractive opportunities when
such opportunities are present or for other reasons. Portfolio construction considerations are reflected in the sell discipline, including position size, sector weightings and fundamental characteristics across the portfolio’s holdings.
WellsCap
WellsCap invests principally in
equity securities of small-capitalization companies in the emerging phases of their life cycle that the investment team believes have prospects for robust and sustainable growth of revenues, cash flows and earnings. WellsCap believes realized
revenue, cash flows and earnings growth relative to market expectations are critical factors in determining stock price movements. Thus, the investment process is centered on identifying emerging growth companies with under-appreciated prospects for
robust and sustainable growth in revenue, cash flow and earnings.
WellsCap uses bottom-up research to attempt to identify fast
growing stocks within each industry in which it invests. Next, WellsCap attempts to measure the sustainability of that growth through its own assessment of future revenue, cash flow and earnings growth along with other key financial metrics.
WellsCap then compares its expectation for growth with what the market is discounting for growth. When a positive gap between what WellsCap expects for growth and what the market expects for growth exists, WellsCap may establish or increase a
position. Alternatively, WellsCap may trim or eliminate positions where that gap narrows or dissipates entirely. WellsCap also may trim or sell positions when it sees a deterioration in fundamentals that it believes could negatively impact the
company’s prospective growth profile or the profitability potential of its business model. Lastly, WellsCap may also sell or trim a position to raise cash to fund client redemptions or to purchase a different security that the team believes
offers a superior return on investment.
The
Fund’s investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Additionally, shareholders will be given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
More Information About VP – Partners Small
Cap Growth Fund
(continued)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf
of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these
methodologies will enable the Fund to achieve its objective.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the industrials sector, health care sector and the technology and
technology-related sectors. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds
that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
More Information About VP – Partners Small
Cap Growth Fund
(continued)
Health Care Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care
sector are subject to certain risks, including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services
(especially for companies dependent upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so),
product liability and other similar litigation as well as product obsolescence.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small Company Securities Risk.
Securities of small-capitalization companies (small-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger-capitalization companies (larger companies) but may
also have more risk. For example, small-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations.
Small-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small-cap companies may trade less frequently and in smaller volumes
and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small-cap companies with limited trading volumes, the liquidation of those positions, particularly in a
distressed market, could be prolonged and result in Fund investment losses. In addition, some small-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the renewal of the investment subadvisory agreement with WellsCap is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016. A discussion regarding the
basis for the Board’s approval of the investment subadvisory agreement with Kennedy is available in the Fund’s
More Information About VP – Partners Small
Cap Growth Fund
(continued)
annual report to shareholders for the fiscal
year ended December 31, 2016. A discussion regarding the basis for the Board’s approval of the investment subadvisory agreement with BMO will be available in the Fund’s semiannual report to shareholders for the fiscal period ending June
30, 2017.
The date the Subadvisers began
serving the Fund is set forth under
Subadvisers
below. Any performance of the Fund prior to the date the Subadvisers began serving was achieved by one or more different subadvisers. Similarly, the portfolio
turnover rate for periods prior to the Subadvisers’ management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadvisers
BMO, which has served as Subadviser to the
Fund since May 2017, is located at 115 South LaSalle Street, 11th Floor, Chicago, Illinois 60603. BMO, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio, as well as
investment research and statistical information under a Subadvisory Agreement with Columbia Management. BMO is a registered investment adviser and was established in 1989, with headquarters in Chicago, Illinois. BMO is a wholly-owned subsidiary of
BMO Financial Corp., which is in turn a wholly-owned subsidiary of Bank of Montreal, a publicly-held Canadian diversified financial services company.
Kennedy, which has served as Subadviser to the Fund since
November 2016, is located at 10829 Olive Boulevard, St. Louis, MO 63141. Kennedy, subject to the supervision of Columbia Management, provides day-to-day management of of a portion the Fund’s portfolio, as well as investment research and
statistical information, under a Subadvisory Agreement with Columbia Management.
WellsCap, which has served as Subadviser to the Fund since May
2010, is located at 525 Market Street, San Francisco, California 94105. WellsCap, subject to the supervision of Columbia Management, provides day-to-day management of a portion of the Fund’s portfolio, as well as investment research and
statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
BMO Asset Management Corp. (BMO)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Corris, CFA
|
|
Portfolio
Manager of BMO
|
|
Co-manager
|
|
May 2017
|
Thomas
Lettenberger, CFA
|
|
Portfolio
Manager of BMO
|
|
Co-manager
|
|
May
2017
|
Mr. Corris
joined BMO in 2008. Mr.
Corris began his investment career in 1999 and earned a B.S. from the University of Wisconsin and an M.B.A. from Harvard University.
Mr. Lettenberger
joined BMO in
2005. Mr. Lettenberger began his investment career in 1994 and earned a B.B.A. and a M.A. from the University of Michigan.
Subadviser:
Kennedy Capital
Management, Inc. (Kennedy)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
John
Rackers
|
|
Portfolio
Manager of Kennedy
|
|
Manager
|
|
November
2016
|
Mr. Rackers
joined Kennedy in May 2012. Prior his tenure with Kennedy, Mr.
Rackers was a senior portfolio manager at Missouri Valley Partners,
a
subsidiary of Stifel Financial Corporation,
where he served as an investment professional since 2007. Mr.
Rackers began his investment career in 1991 and earned a
BSBA
degree from the University of Missouri – Columbia and an MBA from the University of Notre Dame.
Subadviser:
Wells Capital
Management Incorporated WellsCap
More Information About VP – Partners Small
Cap Growth Fund
(continued)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Joseph
Eberhardy, CFA, CPA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Thomas
Ognar, CFA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Bruce
Olson, CFA
|
|
Portfolio
Manager of WellsCap
|
|
Co-manager
|
|
2010
|
Mr. Eberhardy
joined WellsCap in 2005 as part of WellsCap’s acquisition of Strong Capital Management, which he joined in 1994. Mr. Eberhardy began his investment career in 1994 and earned a B.A. from the University of
Wisconsin-Milwaukee.
Mr. Ognar
joined WellsCap in 2005 as part of WellsCap’s acquisition of Strong Capital Management, which he joined in 1998. Mr. Ognar began his investment career in 1993 and earned a B.S. from Miami University and an M.S.
from the University of Wisconsin, Madison.
Mr.
Olson
joined WellsCap in 2005 as part of WellsCap’s acquisition of Strong Capital Management, which he joined in 1994. Mr. Olson began his investment career in 1982 and earned a B.A. from Gustavus Adolphus
College.
More Information About VP – Pyramis
®
International Equity Fund
Investment Objective
VP – Pyramis
®
International Equity Fund (the Fund) seeks to provide shareholders with long-term growth of capital. The Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of foreign issuers, located or traded in countries other than the U.S., that are believed to offer strong growth
potential. Under normal circumstances, the Fund invests its assets in common stocks of companies whose market capitalizations fall within the range of the companies that comprise the MSCI Europe, Australasia and Far East (EAFE) Index (the Index).
The market capitalization range of the companies included within the Index was $1.9 billion to $238.5 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. As such, the
size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s market capitalization
grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. From time to time, the Fund may focus its investments in certain countries or
geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, FIAM LLC (doing business as Pyramis Global Advisors (Pyramis or the Subadviser)), an indirectly
held, wholly-owned subsidiary of FMR LLC, which provides day-to-day portfolio management to the Fund.
When buying and selling a security, Pyramis relies on
fundamental analysis, which involves a bottom-up assessment of a company’s potential for success in light of factors including, but not limited to, its financial condition, earnings outlook, strategy, management, industry position, and
economic and market conditions. These securities may then be analyzed using statistical models to further evaluate the securities’ growth potential, valuation, liquidity, and investment risks.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio manager to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default
More Information About VP – Pyramis
®
International Equity Fund
(continued)
with respect to certain foreign securities,
including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the
Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly
available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or
nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic
companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the
local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories
that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses
within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by
fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other
than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political
developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
Asia Pacific Region.
A number of countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact that country, other countries in the region or the region as a whole. As a result, events in the region will
generally have a greater effect on the Fund than if the Fund were more geographically diversified in areas with more developed countries and economies. This could result in increased volatility in the value of the Fund’s investments and losses
for the Fund. Continued growth of economies and securities markets in the region will require sustained economic and fiscal discipline, as well as continued commitment to governmental and regulatory reforms. Development also may be influenced by
international economic conditions, including those in the United States and Japan, and by world demand for goods or natural resources produced in countries in the Asia Pacific region. Securities markets in the region are generally smaller and have a
lower trading volume than those in the United States, which may result in the securities of some companies in the region being less liquid than U.S. or other foreign securities. Some currencies, inflation rates or interest rates in the Asia Pacific
region are or can be volatile, and some countries in the region may restrict the flow of money in and out of the country. The risks described under “Foreign Securities Risk” may be more pronounced due to the Fund’s focus on
investments in the region.
Europe.
The Fund is particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. Most developed countries in Western Europe are members of the European Union
(EU), and many are also members of the European Economic and Monetary Union (EMU). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU
membership are required to comply. In addition, the private and public sectors’ debt problems of a single EU country can pose significant economic risks to the EU as a whole. Unemployment in Europe has
More Information About VP – Pyramis
®
International Equity Fund
(continued)
historically been higher than in the United
States and public deficits are an ongoing concern in many European countries. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may
cause the Fund to underperform other funds that do not focus their investments in this region of the world.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services sector. Companies in the same sector may be
similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund
invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity
More Information About VP – Pyramis
®
International Equity Fund
(continued)
in
credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such
companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances, may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive
governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that they may charge. In addition, profitability of such companies is largely dependent upon the
availability and the cost of capital.
Portfolio
Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Pyramis is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
FIAM LLC (doing business as Pyramis
Global Advisors (Pyramis)), an indirectly held, wholly-owned subsidiary of FMR LLC, which has served as Subadviser to the Fund since May 2010, is located at 900 Salem Street, Smithfield, Rhode Island 02917. Pyramis, subject to the supervision of
Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Manager
Information about the portfolio manager primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio manager, including information relating to compensation, other accounts managed by the portfolio manager, and ownership by the
portfolio manager of Fund shares.
Subadviser:
FIAM LLC (d/b/a Pyramis Global Advisors)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Cesar
Hernandez, CFA
|
|
Portfolio
Manager of Pyramis
|
|
Manager
|
|
2010
|
Mr. Hernandez
joined Fidelity in 1989 where he developed the select international strategy and has been responsible for managing Select International and Select Global portfolios since their inceptions in 1989 and 1997 respectively.
Mr. Hernandez began his investment career 1986 and earned a B.S. from the Universidad Simon Bolivar and an M.B.A. from Babson College.
More Information About VP
– T. Rowe Price Large Cap Value Fund
Investment Objective
VP – T. Rowe Price Large Cap Value Fund (the
Fund) seeks to provide shareholders with long-term growth of capital and income. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because any
investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to
continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies.
The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, T. Rowe Price Associates, Inc. (T. Rowe Price or the Subadviser), which provides day-to-day
portfolio management to the Fund.
The Subadviser seeks
to identify companies that appear to be undervalued by various measures, and may be temporarily out of favor, but, in the opinion of the Subadviser, have good prospects for capital appreciation. In selecting investments, the Subadviser generally
looks for one or more of the following:
■
|
low price/earnings,
price/book value, price/sales, or price/cash flow ratios relative to the broader equity market, the company’s peers, or its own historical norm;
|
■
|
low stock price relative to
a company’s underlying asset values;
|
■
|
companies that may benefit
from restructuring activity;
|
■
|
a sound balance sheet and
other positive financial characteristics; and/or
|
■
|
fundamental or other factors
or reasons, including an extraordinary corporate event, a new product introduction or innovation, a favorable competitive development, or a change in management.
|
The Subadviser may sell securities for a variety of reasons,
including, among others, to secure gains, limit losses, or redeploy assets into what are believed to be more promising opportunities.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves risks, including those
described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV)
and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
More Information About VP
– T. Rowe Price Large Cap Value Fund
(continued)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will reduce its distribution level.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary Receipts (ADRs). Depositary receipts
involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular political, regulatory, economic, social
and other conditions or events, including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well as market risk tied to the underlying foreign company. In addition, ADR holders
may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or rights offering and may experience difficulty in receiving company stockholder
communications.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
More Information About VP
– T. Rowe Price Large Cap Value Fund
(continued)
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Sector
Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the financial services
sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more
broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor and, in turn, potentially
undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities are already undervalued.
There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock
market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the adoption of the investment subadvisory agreement with T. Rowe Price is available in the Fund’s annual report to shareholders for the fiscal year ended December 31, 2016.
More Information About VP
– T. Rowe Price Large Cap Value Fund
(continued)
Subadviser
T. Rowe Price, which has served as Subadviser to the Fund
since November 2016, is located at 100 East Pratt Street, Baltimore, Maryland 21202. T. Rowe Price, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and
statistical information, under a Subadvisory Agreement with Columbia Management.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
T. Rowe Price Associates, Inc.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Heather
McPherson
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
Mark
Finn, CFA, CPA
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
John
Linehan, CFA
|
|
Vice
President and Portfolio Manager of
T. Rowe Price
|
|
Co-manager
|
|
November
2016
|
Ms. McPherson
joined T. Rowe Price in 2002. Ms. McPherson began her investment career in 2001 and earned a B.S. from the University of California-Davis and an M.B.A. from Duke University.
Mr. Finn
joined T. Rowe Price
in 1990. Mr. Finn began his investment career in 1985 and earned a B.S. from the University of Delaware.
Mr. Linehan
joined T. Rowe Price in 1998. Mr. Linehan began his investment career in 1987 and earned a B.A. from Amherst College and an M.B.A. from Stanford University.
More Information About VP – TCW Core Plus
Bond Fund
Investment Objective
VP – TCW Core Plus Bond Fund (the Fund) seeks to
provide shareholders with total return through current income and capital appreciation. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval. Because
any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities, including debt securities issued by the U.S. Government, its agencies, instrumentalities or sponsored corporations, debt
securities issued by corporations, mortgage- and other asset-backed securities, dollar-denominated securities issued by foreign governments, companies or other entities, bank loans and other obligations. For purposes of its 80% test, the Fund treats
investment in loans as “debt securities,” even though loans may not be “securities” under certain of the federal securities laws. The Fund invests at least 60% of its net assets in debt securities that, at the time of
purchase, are rated in at least one of the three highest rating categories or are unrated securities determined to be of comparable quality. The Fund may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated
below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds). The Fund may invest in fixed income securities of any maturity and does not
seek to maintain a particular dollar-weighted average maturity or duration at the Fund level. The Fund’s dollar-weighted average maturity and duration will vary over time depending on expectations for market and economic conditions. Duration
measures the sensitivity of bond prices to changes in interest rates. The longer the duration of a bond, the more sensitive it will be to changes in interest rates. For example, a three-year duration means a bond is expected to decrease in value by
3% if interest rates rise 1% and increase in value by 3% if interest rates fall 1%. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value). Bond maturities range from
less than 1 year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in return for that longer
maturity and higher interest rate risk.
Up to 25% of the
Fund's net assets may be invested in foreign investments, which may include investments in non-U.S. dollar denominated securities, as well as investments in emerging markets securities. In connection with its strategy relating to foreign
investments, the Fund may buy or sell foreign currencies in lieu of or in addition to non-dollar denominated fixed-income securities in order to increase or decrease its exposure to foreign interest rate and/or currency markets.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may also hold/invest in cash, money market
instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles) or other high-quality, short-term investments, including for the purpose of covering its obligations with respect to, or
that may result from, the Fund’s investments in derivatives.
Columbia Management Investment Advisers, LLC
(Columbia Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, TCW Investment Management Company LLC (TCW or the Subadviser), which provides
day-to-day portfolio management to the Fund.
TCW seeks to enhance the Fund's performance through the
measured and diversified application of five fixed income management strategies: (1) duration management, (2) yield curve positioning, (3) sector allocation, (4) security selection, and (5) opportunistic execution. TCW's investment philosophy is
predicated on a long-term economic
More Information About VP – TCW Core Plus
Bond Fund
(continued)
outlook, and investments are characterized by diversification among the
sectors of the fixed income marketplace. In seeking to identify undervalued securities, TCW focuses on such investment metrics as current yield, potential for price appreciation, position in capital structure relative to other creditors, yield to
maturity, rating, duration, and liquidity. The most important facet of TCW's portfolio construction process is the application of independent, bottom-up research in an effort to identify securities that are undervalued and that offer a superior
risk/return profile. TCW seeks to control risk through a variety of techniques including diversification, duration constraints, and quantitative scenario analysis.
TCW may sell portfolio securities when it determines to take
advantage of a better investment opportunity because TCW believes that its current portfolio securities within its sleeve no longer represent relatively attractive investment opportunities.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund’s
investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally,
shareholders will be given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of the
borrower or the issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present
increased credit risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments
held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral
securing the loan, which may
More Information About VP – TCW Core Plus
Bond Fund
(continued)
adversely affect the Fund. Further, there is a risk that a court could take
action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of interest previously paid by the
borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating the value previously placed on it.
In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that
have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency
controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets.
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Bond Fund
(continued)
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any
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Bond Fund
(continued)
interest rate increases could cause the value of the Fund’s investments
in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more
difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s
exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the
proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in
times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment
plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less
frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall
market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally
are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to
liquidity risk.
Loan Interests Risk.
Loan interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests
generally are subject to restrictions on transfer, and the Fund may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their
fair market value. Accordingly, loan interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days), which expose the Fund to the risk that the receipt of
principal and interest payments may be delayed until the loan interest settles. Extended settlement periods during significant Fund redemption activity could potentially cause short-term liquidity demands within the Fund. In seeking to meet
liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an effort to generate sufficient cash to pay
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Bond Fund
(continued)
redeeming shareholders. The Fund’s actions in this regard may not be
successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market conditions.
Interests in secured loans have the benefit of collateral and,
typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets, although many covenants may be waived or modified with the consent of a certain percentage of the holders of the loans even if the Fund does not
consent. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most loan agreements there is no formal
requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with
respect to a loan that is adverse to the holders of the loan, including the Fund. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund of interest previously paid by the
borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating the value previously placed on it.
In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that
have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if
the value of the collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders. The remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. In
addition, if a secured loan is foreclosed, the Fund would likely bear the costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Fund would bear the risk that the collateral may
decline in value while the Fund is holding it. From time to time, disagreements may arise amongst the holders of loans and debt in the capital structure of an issuer, which may give rise to litigation risks, including the risk that a court could
take action adverse to the holders of the loan, which could negatively impact the Fund’s performance.
The Fund may acquire a loan interest by obtaining an
assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, the Fund normally will succeed to all rights and obligations of its assignor with respect to the portion of
the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the assignor. Alternatively, the Fund may acquire a
participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and the Fund
normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the Fund’s pro rata share of loan payments to the
Fund. It may also be difficult for the Fund to obtain an accurate picture of a lending bank’s financial condition.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
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Bond Fund
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. To the extent these fees and expenses, along with
the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets, they will be reflected in the Annual Fund Operating Expenses set forth in the table under
“Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. The money market fund may not achieve its investment
objective. The Fund, through its investment in the money market fund, may not achieve its investment objective. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money
market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations,
as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in
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Bond Fund
(continued)
interest rates will extend the life of a mortgage- or asset-backed security
beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a discount,
which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the required
disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information
(such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
With respect to sovereign debt of
emerging market issuers, investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment
of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment
of debtholders. Sovereign debt risk is increased for emerging market issuers.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than
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Bond Fund
(continued)
expected for the value of these investments
to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Portfolio Management
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the renewal of the investment subadvisory agreement with TCW is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The date the Subadviser began serving the Fund is set forth
under
Subadviser
below. Any performance of the Fund prior to the date the Subadviser began serving was achieved by one or more different subadvisers. Similarly, the portfolio turnover rate for periods prior to
the Subadviser’s management of the Fund was the result of management by one or more different subadvisers. A change in subadvisers may result in increased portfolio turnover.
Subadviser
TCW, which has served as Subadviser to the Fund since March
2014, is located at 865 South Figueroa Street, Suite 1800, Los Angeles, California 90017. TCW, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and
statistical information, under a Subadvisory Agreement with Columbia Management. TCW is an independent registered investment adviser. TCW was organized in 1971 and provides a variety of trust, investment management and investment advisory
services.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
TCW Investment Management Company LLC (TCW)
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Tad
Rivelle
|
|
Group
Managing Director and Chief Investment Officer – Fixed Income of TCW since December 2009
|
|
Co-manager
|
|
2014
|
Laird
Landmann
|
|
Co-Director
of Fixed Income and Group Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Stephen
Kane, CFA
|
|
Group
Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Bryan
Whalen, CFA
|
|
Group
Managing Director of TCW
|
|
Co-manager
|
|
2014
|
Mr. Rivelle
joined TCW in 2009 during the acquisition of MetWest. Prior to joining TCW in December 2009, Mr. Rivelle was Chief Investment Officer, portfolio manager and a founding partner with MetWest since 1996. Mr. Rivelle began his investment career in 1986
and earned a B.S. from Yale University, a Master's Degree in applied mathematics from the University of Southern California and an M.B.A. from UCLA Anderson.
Mr. Landmann
joined TCW in
2009 during the acquisition of MetWest. Prior to joining TCW in December 2009, Mr. Landmann was a portfolio manager and a founding partner with MetWest since 1996. Mr. Landmann began his investment career in 1986 and earned a B.S. from Dartmouth
College and an M.B.A. from the University of Chicago Booth School of Business.
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Bond Fund
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Mr. Kane
joined TCW in 2009 during the acquisition of Metropolitan West Asset Management, LLC (MetWest). Prior to joining TCW in December 2009, Mr. Kane was a portfolio manager and a founding partner with MetWest since 1996. Mr. Kane began his investment
career in 1990 and earned a B.S. from the University of California, Berkeley and an M.B.A. from the University of Chicago Booth School of Business.
Mr. Whalen
joined TCW in 2009
during the acquisition of MetWest. Prior to joining TCW in December 2009, Mr. Whalen was co-head of MetWest’s Securitized Products division. Mr. Whalen began his investment career in 1997 and earned a B.A. from Yale University.
More Information About VP – Wells Fargo
Short Duration Government Fund
Investment Objective
VP – Wells Fargo Short Duration Government Fund
(the Fund) seeks to provide shareholders with current income consistent with capital preservation. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder
approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in U.S. Government obligations, including debt securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies or government-sponsored entities. The
Fund may invest up to 20% of its net assets within non-government mortgage and asset-backed securities.
In pursuit of its objective, the Fund will purchase only
securities that are rated, at the time of purchase, within the two highest rating categories assigned by a nationally recognized statistical ratings organization, or if deemed to be of comparable quality. As part of the Fund’s investment
strategy, it may invest in stripped securities (securities that have been transformed from a principal amount with periodic interest coupons into a series of zero-coupon bonds, with the range of maturities matching the coupon payment dates and the
redemption date of the principal amount) or enter into mortgage dollar rolls and reverse repurchase agreements. In addition, the Fund may invest in mortgage-backed securities guaranteed by U.S. Government agencies, and to a lesser extent, other
securities rated AA- or Aa3 that the Fund’s subadviser believes will sufficiently outperform U.S. Treasuries. Generally, the portfolio’s overall dollar-weighted average effective duration is less than that of a 3-year U.S. Treasury note.
Duration measures the sensitivity of bond prices to changes in interest rates. The longer the duration of a bond, the more sensitive it will be to changes in interest rates. For example, a three-year duration means a bond is expected to decrease in
value by 3% if interest rates rise 1% and increase in value by 3% if interest rates fall 1%.
The Fund may invest in derivatives, such as futures contracts
(including interest rate futures) to hedge interest rate exposure of the Fund.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager to the Fund and is responsible for the oversight of the Fund’s subadviser, Wells Capital Management Incorporated (WellsCap or the Subadviser), which provides day-to-day
portfolio management to the Fund.
In pursuit of the
Fund’s objective, the Subadviser chooses debt securities that it believes:
■
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offer competitive returns;
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■
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are undervalued; and/or
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■
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offer additional income
and/or price appreciation potential relative to other debt securities of similar credit quality and interest rate sensitivity.
|
In evaluating whether to sell a security, the Subadviser
considers, among other factors, whether:
■
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The security has achieved
its designed return;
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■
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The security or its sector
has become overvalued; and/or
|
■
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A more attractive opportunity
becomes available or the security is no longer attractive due to its risk profile or as a result of changes in the overall market environment.
|
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund’s
investment policy with respect to 80% of its net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally,
shareholders will be given 60 days’ notice of any change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments and therefore may
expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
a hedging strategy may fail to mitigate losses, and may offset gains (hedging
risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value
(pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international
political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day
and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small
price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
■
|
An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example,
the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to
the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market
risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety
of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies, financial markets, interest rates and the liquidity of
these investments, among other factors.
Mortgage-
and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in:
interest rates; factors concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit
enhancements; or the market's assessment of the quality of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer
or guarantor of the securities) are distributed to the holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and
home equity loans. Mortgage- and other asset-backed securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset
may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of
mortgage- and other asset-backed securities may be difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and
more sensitive to changes in interest rates. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in
the case of securities guaranteed by the Government National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or
the Federal Home Loan Mortgage Corporation (FHLMC)), which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities).
Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit
enhancements, such as pool insurance, guarantees issued by governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such
obligations are guaranteed by the private issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
Stripped Securities Risk.
Stripped securities are the separate income or principal components of debt securities. These securities are particularly sensitive to changes in interest rates, and therefore subject to greater fluctuations in price than typical interest bearing
debt securities. For example, stripped mortgage-backed securities have greater interest rate risk than mortgage-backed securities with like maturities, and stripped treasury securities have greater interest rate risk than traditional government
securities with identical credit ratings.
U.S.
Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management believes the securities
are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value securities, at times, may not perform as well as
growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Zero-Coupon Bonds Risk.
Zero-coupon bonds are bonds that do not pay interest in cash on a current basis, but instead accrue interest over the life of the bond. As a result, these securities are issued at a discount and their values may fluctuate more than the values of
similar securities that pay interest periodically. Although these securities pay no interest to holders prior to maturity, interest accrued on these securities is reported as income to the Fund and affects the amounts distributed to its
shareholders, which may cause the Fund to sell investments to obtain cash to make income distributions to shareholders, including at times when it may not be advantageous to do so.
Portfolio Management
The Investment Manager has, with the
approval of the Board, engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board
oversight) for overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board
that the Fund change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A
discussion regarding the basis for the Board’s approval of the renewal of the investment subadvisory agreement with WellsCap is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
WellsCap, which has served as Subadviser to the Fund since May
2010, is located at 525 Market Street, San Francisco, California 94105. WellsCap, subject to the supervision of Columbia Management, provides day-to-day management of the Fund’s portfolio, as well as investment research and statistical
information, under a Subadvisory Agreement with Columbia Management.
More Information About VP – Wells Fargo
Short Duration Government Fund
(continued)
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Subadviser:
Wells Capital Management Incorporated (WellsCap)
Portfolio
Manager
|
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Title
|
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Role
with Fund
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Managed
Fund Since
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Thomas
O’Connor, CFA
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Senior
Portfolio Manager and Montgomery Fixed Income Co-Head of WellsCap
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Co-manager
|
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2010
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Troy
Ludgood
|
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Senior
Portfolio Manager and Montgomery Fixed Income Team Co-Head of WellsCap
|
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Co-manager
|
|
2010
|
Mr. O’Connor
joined WellsCap in 2000. Mr. O’Connor began his investment career in 1988 and earned a B.S. in Business Administration from the University of Vermont.
Mr. Ludgood
joined WellsCap in
2004. Mr. Ludgood began his investment career in 2000 and earned a M.B.A. from Wharton School, University of Pennsylvania.
More Information About the Funds
References to “the Fund”
throughout the remainder of the prospectus refer to the VP Funds singularly or collectively as the context requires.
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the SAI. The Fund may choose not to invest in certain securities described in this prospectus and in the SAI, although it has the ability to do so.
Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us. Portfolio holdings are not currently available on the website for all Funds.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a
More Information About the Funds
(continued)
significant percentage of the outstanding shares of one or more Underlying
Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect
of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds, because the affiliated products may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one
or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its fixed costs would be spread over a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience
relatively large inflows and outflows of cash due to affiliated products’ purchases and sales of Underlying Fund shares. Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for
example, by structuring them over a reasonable period of time or through other measures, Underlying Funds may experience increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions.
Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of time in order to manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including
funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption activity), for shares of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by
affiliated products within a short period of time could require the Underlying Fund to liquidate positions more rapidly than would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a
loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or more liquid) positions, leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are
not readily marketable or that cannot be sold or disposed of in the ordinary course of business, within seven days, at approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also
adversely affect the ability of the Underlying Fund to implement its investment strategy. The Investment Manager or its affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the
Underlying Funds, as it earns different fees from the various Underlying Funds.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
More Information About the Funds
(continued)
The Fund may not achieve its investment objective while it is
investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund
performance. See also
Investing in Money Market Funds
above for more information.
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI. Portfolio holdings are not currently available on the website for all Funds.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year, may vary by share class and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratios reflect the Fund’s fee arrangements
as of the date of this prospectus and, unless indicated otherwise, are based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund Operating Expenses
table, no adjustments have been or will be made to the expense ratios to reflect any differences in the
More Information About the Funds
(continued)
Fund’s average net assets between the most recently completed fiscal
year and the date of this prospectus or a later date. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be higher than the expense ratios presented in the
Annual Fund Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit the impact of any
increase in the Fund’s expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii)
distribution and/or service fees, and (iii) other expenses. Management fees do not vary by class, but distribution and/or service fees and other expenses may vary by class.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Fee
Waiver/Expense Reimbursement Arrangements and Impact on Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that the
Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
|
Class
1
|
Class
2
|
Columbia
VP - Limited Duration Credit Fund
|
0.55%
|
0.80%
|
Columbia
VP - U.S. Equities Fund
|
0.88%
|
1.13%
|
VP
- Eaton Vance Floating-Rate Income Fund
|
0.73%
|
0.98%
|
VP
- MFS
®
Value Fund
|
0.75%
|
1.00%
|
VP
- Oppenheimer International Growth Fund
|
0.96%
|
1.21%
|
VP
- TCW Core Plus Bond Fund
|
0.56%
|
0.81%
|
VP
- Wells Fargo Short Duration Government Fund
|
0.55%
|
0.80%
|
Under the agreement, the following
fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated
with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses
associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved
by the Fund’s Board. This agreement may be modified or amended only with approval from all parties.
More Information About the Funds
(continued)
Also, for
the funds
listed below,
the Investment Manager and certain of its affiliates have voluntarily agreed to waive fees and/or reimburse expenses (excluding certain fees and
expenses described below), so that the Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates
of:
|
Class
1
|
Class
2
|
VP
- American Century Diversified Bond Fund
|
0.57%
|
0.82%
|
VP
- CenterSquare Real Estate Fund
|
0.94%
|
1.19%
|
VP
- Columbia Wanger International Equities Fund
|
1.16%
|
1.41%
|
VP
- DFA International Value Fund
|
0.99%
|
1.24%
|
VP
- Jennison Mid Cap Growth Fund
|
0.88%
|
1.13%
|
VP
- Loomis Sayles Growth Fund
|
0.79%
|
1.04%
|
VP
- Los Angeles Capital Large Cap Growth Fund
|
0.79%
|
1.04%
|
VP
- Morgan Stanley Advantage Fund
|
0.79%
|
1.04%
|
VP
- Partners Core Bond Fund
|
0.56%
|
0.81%
|
VP
- Partners Small Cap Growth Fund
|
0.93%
|
1.18%
|
VP
- Pyramis
®
International Equity Fund
|
0.96%
|
1.21%
|
VP
- T. Rowe Price Large Cap Value Fund
|
0.76%
|
1.01%
|
Under the arrangement, the
following fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses
associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend
expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest and infrequent and/or unusual expenses. This arrangement may be revised or discontinued at any
time.
Effect of Fee Waivers and/or Expense
Reimbursements on Past Performance.
The Fund’s returns shown in the
Performance Information
section of this
prospectus reflect the effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements,
the Fund’s returns might have been lower.
Primary Service Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
More Information About the Funds
(continued)
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund. The Investment Manager is responsible for the investment management of the Fund, but has delegated certain of its duties, including day-to-day portfolio management of all or a portion
of certain Fund’s assets to one or more investment subadvisers, as described in this prospectus, including determining the securities and other investments the Fund should buy or sell and executing these portfolio transactions. The Investment
Manager may use the research and other capabilities of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the
general supervision of the Fund’s operations, the coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships.
The Fund pays the
Investment Manager a fee for its management services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1,
2016, the Fund paid the Investment Manager an advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees
paid to the Investment Manager by the Fund, including all advisory and administrative fees paid to the Investment Manager during the period, amounted to the amount shown in the table below, as a percent of average daily net assets of the Fund,
before any applicable reimbursements.
|
Management
fee
for the fiscal year ended
December 31, 2016
|
Columbia
VP - Limited Duration Credit Fund
|
0.48%
|
Columbia
VP - U.S. Equities Fund
|
0.835%
|
VP
- American Century Diversified Bond Fund
|
0.481%
|
VP
- CenterSquare Real Estate Fund
|
0.790%
|
VP
- Columbia Wanger International Equities Fund
|
1.023%
|
VP
- DFA International Value Fund
|
0.827%
|
VP
- Eaton Vance Floating-Rate Income Fund
|
0.700%
|
VP
- Jennison Mid Cap Growth Fund
|
0.810%
|
VP
- Loomis Sayles Growth Fund
|
0.65%
|
VP
- Los Angeles Capital Large Cap Growth Fund
|
0.698%
|
VP
- MFS
®
Value Fund
|
0.674%
|
More Information About the Funds
(continued)
|
Management
fee
for the fiscal year ended
December 31, 2016
|
VP
- Morgan Stanley Advantage Fund
|
0.702%
|
VP
- Oppenheimer International Growth Fund
|
0.882%
|
VP
- Partners Core Bond Fund
|
0.496%
|
VP
- Partners Small Cap Growth Fund
|
0.901%
|
VP
- Pyramis
®
International Equity Fund
|
0.884%
|
VP
- T. Rowe Price Large Cap Value Fund
|
0.677%
|
VP
- TCW Core Plus Bond Fund
|
0.482%
*
|
VP
- Wells Fargo Short Duration Government Fund
|
0.485%
|
* Net of any fee waivers
In March 2016, the Board approved a reduction in the
management fee rates payable to the Investment Manager by
VP – CenterSquare Real Estate Fund
. The new management fee, which became effective May 1, 2016, is equal to 0.750% of the Fund's net assets on
the first $0.5 billion, gradually reducing to 0.660% as assets increase.
In April 2016, the Board approved a reduction in the
management fee rates payable to the Investment Manager by
VP – DFA International Value Fund
. The new management fee, which became effective May 1, 2016, is equal to 0.870% of the Fund's net assets on the
first $0.5 billion, gradually reducing to 0.670% as assets increase.
In April 2017, the Board approved a reduction in the
management fee rates payable to the Investment Manager by
VP – Partners Core Bond Fund
. The new management fee, which became effective May 1, 2017, is equal to 0.500% of the Fund's net assets on the
first $0.5 billion, gradually reducing to 0.340% as assets increase.
In June 2016, the Board approved a reduction in the management
fee rates payable to the Investment Manager by
VP – Partners Small Cap Growth Fund
. The new management fee, which became effective July 1, 2016, is equal to 0.870% of the Fund’s net assets on the
first $0.5 billion, gradually reducing to 0.750% as assets increase.
In June 2016, the Board approved a reduction in the management
fee rates payable to the Investment Manager by
VP – TCW Core Plus Bond Fund
. The new management fee, which became effective July 1, 2016, is equal to 0.500% of the Fund’s net assets on the first
$0.5 billion, gradually reducing to 0.340% as assets increase.
In June 2016, the Board approved a reduction in the management
fee rates payable to the Investment Manager by
VP
–
Wells Fargo Short Duration Government Fund
. The new management fee,
which became effective July 1, 2016, is equal to 0.430% of the Fund’s net assets on the first $0.5 billion, gradually reducing to 0.280% as assets increase.
A discussion regarding the basis for the Board’s
approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance
More Information About the Funds
(continued)
companies or other financial intermediaries
that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such
participating insurance companies or other financial intermediaries.
Other Roles and Relationships of Ameriprise Financial and its
Affiliates — Certain Conflicts of Interest
The
Investment Manager, Distributor and Transfer Agent, all affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide
other services to these funds and be compensated for them.
The Investment Manager and its affiliates may provide
investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may present
actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
More Information About the Funds
(continued)
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
About Fund Shares and Transactions
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 1 and Class 2 shares.
|
Class
1 Shares
|
Class
2 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or qualified pension and retirement
plans (Qualified Plans) or other eligible investors authorized by the Distributor.
|
Investment
Limits
|
none
|
none
|
Conversion
Features
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
none
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract, qualified pension or retirement plan sponsors or the financial intermediary that employs your financial advisor. Financial intermediaries also include
broker-dealers and financial advisors as well as firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services
industry, including Ameriprise Financial and its affiliates.
Distribution and/or Service Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 shares. The distribution
fee for Class 2 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling shares of the Fund and/or providing services to investors.
Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment
About Fund Shares and Transactions
(continued)
based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time.
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
About Fund Shares and Transactions
(continued)
Shareholder Information
Each share class has its own cost structure and other
features. Your product may not offer every share class. The Fund encourages you to consult with a financial advisor who can help you with your investment decisions and for more information about the share classes offered by the Fund and available
under your product. Shares of the Fund are generally available for purchase only by participating insurance companies in connection with Contracts and Qualified Plan sponsors.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners or participants in a Qualified Plan. When you sell your shares through your Contract or Qualified Plan, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or
payment postponed whenever permitted by applicable laws and regulations.
Depending on the context, references to “you” or
“your” herein refer either to the holder of a Contract, participant in a Qualified Plan or qualified institutional investor who may select Fund shares to fund his or her investment in the Contract or Qualified Plan or to the
participating insurance company as the holder of Fund shares through one or more separate accounts or the Qualified Plan.
Potential Conflicts of Interest – Mixed and Shared
Funding
The Fund is available for purchase only through
Contracts offered by participating insurance companies, Qualified Plans and other qualified institutional investors authorized by the Distributor. Due to differences in tax treatment and other considerations, the interests of various Contract
owners, and the interests of Qualified Plan participants, if any, may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to
monitor events to identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required
to withdraw its investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company or Qualified Plan sponsor are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating
insurance company or Qualified Plan sponsor, before the end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An
order is in “good form” if the Transfer Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the
time you submit your order and the time the Fund next calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract or Qualified Plan. Any charges that apply to your Contract or Qualified Plan, and any charges that apply to separate accounts of participating insurance companies or Qualified Plans that
may own shares directly, are described in your separate Contract prospectus or Qualified Plan disclosure documents.
You may transfer all or part of your investment in the Fund to
one or more of the other investment options available under your Contract or Qualified Plan. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or withdrawal request
is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus or Qualified Plan
disclosure documents, as applicable, for more information about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available
About Fund Shares and Transactions
(continued)
for purchase. Pursuant to Rule 22c-2,
financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been
identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
About Fund Shares and Transactions
(continued)
Some financial intermediaries apply their
own restrictions or policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these
and other reasons, it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual fund can also have
capital gains if the value of its investments increases.
|
Each of Columbia VP - Limited Duration Credit Fund, VP -
American Century Diversified Bond Fund, VP - CenterSquare Real Estate Fund, VP - Columbia Wanger International Equities Fund, VP - DFA International Value Fund, VP - Eaton Vance Floating-Rate Income Fund, VP - Oppenheimer International Growth Fund,
VP - Partners Core Bond Fund, VP - Pyramis
®
International Equity Fund, VP - TCW Core Plus Bond Fund and VP - Wells Fargo Short Duration Government
Fund (the RIC Funds) intend to qualify and to be eligible for treatment each year as a regulated investment company. For the RIC Funds, while a fund continues to hold an investment, any gain is generally unrealized. If the fund sells an investment,
it generally will realize a capital gain if it sells that investment for a higher price than its adjusted cost basis, and will generally realize a capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains
and losses are either short-term or long-term, depending on whether the fund holds the securities for one year or less (short-term) or more than one year (long-term).
Mutual funds treated as regulated investment companies for tax
purposes are required to make payments of fund earnings to shareholders, distributing them among all shareholders of the fund.
Each of Columbia VP - U.S. Equities Fund, VP - Jennison Mid
Cap Growth Fund, VP - Loomis Sayles Growth Fund, VP - Los Angeles Capital Large Cap Growth Fund, VP - MFS
®
Value Fund, VP - Morgan Stanley Advantage
Fund, VP - Partners Small Cap Growth Fund and VP - T. Rowe Price Large Cap Value Fund (the Partnership Funds) expect to be treated as a partnership for tax purposes. Each Partnership Fund is not required to and does not expect to make regular
distributions to its shareholders (other than in redemption of Fund shares), but may do so in the sole discretion of the Fund’s Board of Trustees (or its delegates).
Each RIC Fund may make payments of fund earnings to
shareholders, distributing them among all shareholders of the fund. As a shareholder, you are entitled to your portion of a RIC Fund's distributed income, including capital gains. Reinvesting your distributions buys you more shares of a Fund —
which lets you take advantage of the potential for compound growth. Putting the money you earn back into your investment means it, in turn, may earn even more money (or be exposed to additional losses, if the Fund earns a negative return). Over
time, the power of compounding has the potential to significantly increase the value of your investment. There is no assurance, however, that you'll earn more money if you reinvest your distributions rather than receive them in cash.
Each RIC Fund intends to pay out, in the form of distributions
to shareholders, a sufficient amount of its income and gains so that the Fund will qualify for treatment as a regulated investment company and generally will not have to pay any federal excise tax. Each RIC Fund generally intends to distribute any
net realized capital gain (whether long-term or short-term gain) at least once a year. Normally, the Fund will declare and pay distributions of net investment income according to the following schedule:
RIC
Fund
|
Declarations
|
Distributions
|
Columbia
VP - Limited Duration Credit Fund
|
Annually
|
Annually
|
VP
- American Century Diversified Bond Fund
|
Annually
|
Annually
|
VP
- CenterSquare Real Estate Fund
|
Annually
|
Annually
|
VP
- Columbia Wanger International Equities Fund
|
Quarterly
|
Quarterly
|
VP
- DFA International Value Fund
|
Quarterly
|
Quarterly
|
VP
- Eaton Vance Floating-Rate Income Fund
|
Annually
|
Annually
|
VP
- Oppenheimer International Growth Fund
|
Quarterly
|
Quarterly
|
VP
- Partners Core Bond Fund
|
Annually
|
Annually
|
VP
- Pyramis
®
International Equity Fund
|
Quarterly
|
Quarterly
|
Distributions and Taxes
(continued)
RIC
Fund
|
Declarations
|
Distributions
|
VP
- TCW Core Plus Bond Fund
|
Annually
|
Annually
|
VP
- Wells Fargo Short Duration Government Fund
|
Annually
|
Annually
|
The RIC Funds may, however, declare or pay
distributions of net investment income more frequently. Different share classes of the Fund usually pay different net investment income distribution amounts, because each class has different expenses. Each time a distribution is made, the NAV per
share of the share class is reduced by the amount of the distribution. Each RIC Fund will automatically reinvest distributions in additional shares of the same share class of the Fund unless you inform us you want to receive your distributions to be
paid in cash.
Taxes and Your Investment
Each Partnership Fund expects to be treated as a partnership
that is not a “publicly traded partnership” for U.S. federal income tax purposes. If a Partnership Fund were not to qualify for such treatment, the Fund could be subject to U.S. federal income tax at the Fund level, which would reduce
the value of an investment in the Fund.
As a partnership
that is not a “publicly traded partnership,” each Partnership Fund is not itself subject to U.S. federal income tax. Instead, each shareholder will be required to take into account for U.S. federal income tax purposes its allocable share
of the Partnership Fund’s income, gains, losses, deductions, credits, and other tax items, without regard to whether such shareholder has received or will receive corresponding distributions from the Fund.
Each RIC Fund intends to qualify and be eligible for treatment
each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund’s failure to qualify and
be eligible for treatment as a regulated investment company would result in fund level taxation, and consequently, a reduction in income available for distribution to you.
Shares of the Funds are only offered to separate accounts of
participating insurance companies, Qualified Plans, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies
to satisfy the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through
which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes allocations or distributions to the separate account and/or you change your
investment options under the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately
diversified.” The Fund intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements
because its investments are not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to
have an impermissible level of control over the investments underlying their Contracts, or, for Partnership Funds, if the Fund does not qualify for treatment as a partnership that is not a “publicly traded partnership.”
Distributions and Taxes
(continued)
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Financial Highlights — Columbia VP –
Limited Duration
Credit Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$9.34
|
$10.12
|
$10.45
|
$10.68
|
$10.35
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.20
|
0.25
|
0.21
|
0.19
|
0.26
|
Net
realized and unrealized gain (loss)
|
0.31
|
(0.47)
|
(0.14)
|
(0.04)
|
0.38
|
Total
from investment operations
|
0.51
|
(0.22)
|
0.07
|
0.15
|
0.64
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.38)
|
(0.56)
|
(0.19)
|
(0.26)
|
(0.31)
|
Net
realized gains
|
—
|
—
|
(0.21)
|
(0.12)
|
—
|
Total
distributions to shareholders
|
(0.38)
|
(0.56)
|
(0.40)
|
(0.38)
|
(0.31)
|
Net
asset value, end of period
|
$9.47
|
$9.34
|
$10.12
|
$10.45
|
$10.68
|
Total
return
|
5.53%
|
(2.31%)
|
0.66%
|
1.44%
|
6.25%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.55%
|
0.54%
|
0.56%
|
0.59%
|
0.59%
|
Total
net expenses
(b)
|
0.55%
|
0.54%
|
0.55%
|
0.56%
|
0.53%
|
Net
investment income
|
2.14%
|
2.46%
|
1.97%
|
1.76%
|
2.43%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$845,695
|
$887,028
|
$2,450,406
|
$2,929,154
|
$2,725,076
|
Portfolio
turnover
|
102%
|
78%
|
78%
|
89%
|
117%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — Columbia VP –
Limited Duration
Credit Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$9.30
|
$10.07
|
$10.41
|
$10.64
|
$10.31
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.17
|
0.22
|
0.19
|
0.16
|
0.22
|
Net
realized and unrealized gain (loss)
|
0.32
|
(0.45)
|
(0.15)
|
(0.04)
|
0.39
|
Total
from investment operations
|
0.49
|
(0.23)
|
0.04
|
0.12
|
0.61
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.36)
|
(0.54)
|
(0.17)
|
(0.23)
|
(0.28)
|
Net
realized gains
|
—
|
—
|
(0.21)
|
(0.12)
|
—
|
Total
distributions to shareholders
|
(0.36)
|
(0.54)
|
(0.38)
|
(0.35)
|
(0.28)
|
Net
asset value, end of period
|
$9.43
|
$9.30
|
$10.07
|
$10.41
|
$10.64
|
Total
return
|
5.28%
|
(2.49%)
|
0.31%
|
1.19%
|
6.05%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.81%
|
0.80%
|
0.81%
|
0.84%
|
0.84%
|
Total
net expenses
(b)
|
0.80%
|
0.79%
|
0.80%
|
0.81%
|
0.78%
|
Net
investment income
|
1.85%
|
2.29%
|
1.83%
|
1.51%
|
2.13%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$35,554
|
$22,577
|
$20,712
|
$9,481
|
$6,521
|
Portfolio
turnover
|
102%
|
78%
|
78%
|
89%
|
117%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights —
Columbia VP – U.S. Equities Fund
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio
turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included,
the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in
the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.69
|
$18.88
|
$18.29
|
$13.53
|
$11.30
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
0.07
|
0.08
|
(0.04)
|
(0.02)
|
0.09
|
Net
realized and unrealized gain (loss)
|
3.05
|
(1.27)
|
0.63
|
4.78
|
2.14
|
Total
from investment operations
|
3.12
|
(1.19)
|
0.59
|
4.76
|
2.23
|
Net
asset value, end of period
|
$20.81
|
$17.69
|
$18.88
|
$18.29
|
$13.53
|
Total
return
|
17.64%
|
(6.30%)
|
3.23%
|
35.18%
|
19.74%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.91%
|
0.92%
|
1.03%
|
1.00%
(b)
|
1.01%
(b)
|
Total
net expenses
(c)
|
0.91%
|
0.92%
|
0.96%
|
0.96%
(b)
|
0.96%
(b)
|
Net
investment income (loss)
|
0.40%
|
0.43%
|
(0.24%)
|
(0.13%)
|
0.70%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,110,559
|
$1,393,433
|
$331,643
|
$631,394
|
$711,259
|
Portfolio
turnover
|
103%
|
98%
|
10%
|
23%
|
29%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights —
Columbia VP – U.S. Equities Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.44
|
$18.67
|
$18.12
|
$13.45
|
$11.25
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
0.03
|
(0.01)
|
(0.08)
|
(0.05)
|
0.09
|
Net
realized and unrealized gain (loss)
|
2.99
|
(1.22)
|
0.63
|
4.72
|
2.11
|
Total
from investment operations
|
3.02
|
(1.23)
|
0.55
|
4.67
|
2.20
|
Net
asset value, end of period
|
$20.46
|
$17.44
|
$18.67
|
$18.12
|
$13.45
|
Total
return
|
17.32%
|
(6.59%)
|
3.04%
|
34.72%
|
19.56%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.16%
|
1.20%
|
1.29%
|
1.25%
(b)
|
1.26%
(b)
|
Total
net expenses
(c)
|
1.16%
|
1.20%
|
1.21%
|
1.21%
(b)
|
1.21%
(b)
|
Net
investment income (loss)
|
0.16%
|
(0.08%)
|
(0.47%)
|
(0.33%)
|
0.68%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$14,888
|
$13,465
|
$14,801
|
$11,839
|
$5,321
|
Portfolio
turnover
|
103%
|
98%
|
10%
|
23%
|
29%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – American
Century Diversified
Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.76
|
$11.05
|
$10.60
|
$11.30
|
$11.08
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.27
|
0.23
|
0.23
|
0.17
|
0.23
|
Net
realized and unrealized gain (loss)
|
0.13
|
(0.23)
|
0.41
|
(0.45)
|
0.33
|
Total
from investment operations
|
0.40
|
—
|
0.64
|
(0.28)
|
0.56
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.20)
|
(0.24)
|
(0.18)
|
(0.22)
|
(0.26)
|
Net
realized gains
|
(0.01)
|
(0.05)
|
(0.01)
|
(0.20)
|
(0.08)
|
Total
distributions to shareholders
|
(0.21)
|
(0.29)
|
(0.19)
|
(0.42)
|
(0.34)
|
Net
asset value, end of period
|
$10.95
|
$10.76
|
$11.05
|
$10.60
|
$11.30
|
Total
return
|
3.66%
|
0.05%
|
6.06%
|
(2.45%)
|
5.08%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.55%
|
0.55%
|
0.57%
|
0.57%
|
0.58%
|
Total
net expenses
(b)
|
0.55%
|
0.55%
|
0.56%
|
0.57%
|
0.58%
|
Net
investment income
|
2.42%
|
2.07%
|
2.10%
|
1.58%
|
2.07%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$4,086,952
|
$4,256,477
|
$3,199,340
|
$3,180,618
|
$2,890,784
|
Portfolio
turnover
|
170%
|
223%
|
214%
|
186%
|
131%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – American
Century Diversified
Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.72
|
$11.01
|
$10.56
|
$11.26
|
$11.05
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.24
|
0.20
|
0.20
|
0.14
|
0.20
|
Net
realized and unrealized gain (loss)
|
0.13
|
(0.22)
|
0.41
|
(0.45)
|
0.33
|
Total
from investment operations
|
0.37
|
(0.02)
|
0.61
|
(0.31)
|
0.53
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.17)
|
(0.22)
|
(0.15)
|
(0.19)
|
(0.24)
|
Net
realized gains
|
(0.01)
|
(0.05)
|
(0.01)
|
(0.20)
|
(0.08)
|
Total
distributions to shareholders
|
(0.18)
|
(0.27)
|
(0.16)
|
(0.39)
|
(0.32)
|
Net
asset value, end of period
|
$10.91
|
$10.72
|
$11.01
|
$10.56
|
$11.26
|
Total
return
|
3.42%
|
(0.20%)
|
5.81%
|
(2.71%)
|
4.84%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.80%
|
0.80%
|
0.82%
|
0.82%
|
0.83%
|
Total
net expenses
(b)
|
0.80%
|
0.80%
|
0.81%
|
0.82%
|
0.83%
|
Net
investment income
|
2.18%
|
1.83%
|
1.85%
|
1.33%
|
1.75%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$10,346
|
$7,924
|
$6,372
|
$5,874
|
$6,670
|
Portfolio
turnover
|
170%
|
223%
|
214%
|
186%
|
131%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP –
CenterSquare Real Estate Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.83
|
$11.26
|
$11.71
|
$12.89
|
$10.08
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.19
|
0.17
|
0.33
|
0.24
|
0.29
|
Net
realized and unrealized gain (loss)
|
0.28
(a)
|
(0.31)
|
1.28
|
0.14
|
2.76
|
Total
from investment operations
|
0.47
|
(0.14)
|
1.61
|
0.38
|
3.05
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.17)
|
(0.76)
|
(0.27)
|
(1.03)
|
(0.04)
|
Net
realized gains
|
(0.54)
|
(1.53)
|
(1.79)
|
(0.53)
|
(0.20)
|
Total
distributions to shareholders
|
(0.71)
|
(2.29)
|
(2.06)
|
(1.56)
|
(0.24)
|
Net
asset value, end of period
|
$8.59
|
$8.83
|
$11.26
|
$11.71
|
$12.89
|
Total
return
|
5.02%
|
(0.99%)
|
14.14%
|
3.28%
|
30.62%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.89%
|
1.07%
|
1.05%
|
1.04%
(c)
|
1.03%
(c)
|
Total
net expenses
(d)
|
0.88%
|
1.01%
|
0.90%
|
0.89%
(c)
|
0.89%
(c)
|
Net
investment income
|
2.16%
|
1.72%
|
2.81%
|
1.87%
|
2.46%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$402,023
|
$188,580
|
$214,639
|
$310,093
|
$454,820
|
Portfolio
turnover
|
83%
|
27%
|
25%
|
25%
|
31%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP –
CenterSquare Real Estate Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.78
|
$11.20
|
$11.66
|
$12.84
|
$10.05
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.16
|
0.15
|
0.30
|
0.22
|
0.26
|
Net
realized and unrealized gain (loss)
|
0.29
(a)
|
(0.31)
|
1.27
|
0.13
|
2.74
|
Total
from investment operations
|
0.45
|
(0.16)
|
1.57
|
0.35
|
3.00
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.15)
|
(0.73)
|
(0.24)
|
(1.00)
|
(0.01)
|
Net
realized gains
|
(0.54)
|
(1.53)
|
(1.79)
|
(0.53)
|
(0.20)
|
Total
distributions to shareholders
|
(0.69)
|
(2.26)
|
(2.03)
|
(1.53)
|
(0.21)
|
Net
asset value, end of period
|
$8.54
|
$8.78
|
$11.20
|
$11.66
|
$12.84
|
Total
return
|
4.76%
|
(1.21%)
|
13.81%
|
3.05%
|
30.21%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
1.17%
|
1.32%
|
1.30%
|
1.29%
(c)
|
1.29%
(c)
|
Total
net expenses
(d)
|
1.15%
|
1.26%
|
1.15%
|
1.14%
(c)
|
1.14%
(c)
|
Net
investment income
|
1.82%
|
1.53%
|
2.60%
|
1.77%
|
2.22%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$25,298
|
$22,032
|
$17,893
|
$11,138
|
$6,516
|
Portfolio
turnover
|
83%
|
27%
|
25%
|
25%
|
31%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Columbia
Wanger International Equities Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$11.06
|
$12.41
|
$14.10
|
$12.06
|
$10.22
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.07
|
0.14
|
0.15
|
0.16
|
0.17
|
Net
realized and unrealized gain (loss)
|
0.15
|
(0.25)
(a)
|
(0.60)
|
2.45
|
2.01
|
Increase
from payment by affiliate
|
—
|
—
|
—
|
—
|
0.00
(b)
|
Total
from investment operations
|
0.22
|
(0.11)
|
(0.45)
|
2.61
|
2.18
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.15)
|
(0.20)
|
(0.32)
|
(0.35)
|
(0.15)
|
Net
realized gains
|
(6.22)
|
(1.04)
|
(0.92)
|
(0.22)
|
(0.19)
|
Total
distributions to shareholders
|
(6.37)
|
(1.24)
|
(1.24)
|
(0.57)
|
(0.34)
|
Net
asset value, end of period
|
$4.91
|
$11.06
|
$12.41
|
$14.10
|
$12.06
|
Total
return
|
(0.57%)
|
(1.39%)
|
(3.86%)
|
22.32%
|
21.76%
(c)
|
Ratios
to average net assets
(d)
|
|
|
|
|
|
Total
gross expenses
|
1.24%
|
1.14%
|
1.09%
|
1.12%
|
1.11%
|
Total
net expenses
(e)
|
1.11%
|
1.11%
|
1.00%
|
1.00%
|
1.00%
|
Net
investment income
|
0.81%
|
1.15%
|
1.11%
|
1.23%
|
1.49%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$62,245
|
$259,889
|
$678,682
|
$699,692
|
$599,148
|
Portfolio
turnover
|
92%
|
59%
|
32%
|
48%
|
41%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
Rounds to zero.
|
(c)
|
The Fund received a payment
from an affiliate which had an impact of less than 0.01%.
|
(d)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(e)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Columbia
Wanger International Equities Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$11.05
|
$12.40
|
$14.09
|
$12.06
|
$10.22
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.05
|
0.09
|
0.12
|
0.12
|
0.13
|
Net
realized and unrealized gain (loss)
|
0.15
|
(0.23)
(a)
|
(0.59)
|
2.45
|
2.03
|
Increase
from payment by affiliate
|
—
|
—
|
—
|
—
|
0.00
(b)
|
Total
from investment operations
|
0.20
|
(0.14)
|
(0.47)
|
2.57
|
2.16
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.13)
|
(0.17)
|
(0.30)
|
(0.32)
|
(0.13)
|
Net
realized gains
|
(6.22)
|
(1.04)
|
(0.92)
|
(0.22)
|
(0.19)
|
Total
distributions to shareholders
|
(6.35)
|
(1.21)
|
(1.22)
|
(0.54)
|
(0.32)
|
Net
asset value, end of period
|
$4.90
|
$11.05
|
$12.40
|
$14.09
|
$12.06
|
Total
return
|
(0.78%)
|
(1.64%)
|
(4.05%)
|
22.02%
|
21.48%
(c)
|
Ratios
to average net assets
(d)
|
|
|
|
|
|
Total
gross expenses
|
1.54%
|
1.42%
|
1.34%
|
1.37%
|
1.36%
|
Total
net expenses
(e)
|
1.36%
|
1.36%
|
1.25%
|
1.25%
|
1.25%
|
Net
investment income
|
0.72%
|
0.76%
|
0.86%
|
0.96%
|
1.19%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$24,465
|
$22,960
|
$19,279
|
$14,444
|
$6,931
|
Portfolio
turnover
|
92%
|
59%
|
32%
|
48%
|
41%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(c)
|
The Fund received a payment
from an affiliate which had an impact of less than 0.01%.
|
(d)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(e)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – DFA
International Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.91
|
$10.03
|
$11.55
|
$9.87
|
$8.63
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.25
|
0.22
|
0.28
|
0.24
|
0.22
|
Net
realized and unrealized gain (loss)
|
0.46
|
(0.92)
|
(1.06)
|
1.70
|
1.22
|
Total
from investment operations
|
0.71
|
(0.70)
|
(0.78)
|
1.94
|
1.44
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.24)
|
(0.21)
|
(0.28)
|
(0.26)
|
(0.20)
|
Net
realized gains
|
(0.04)
|
(0.21)
|
(0.46)
|
—
|
—
|
Total
distributions to shareholders
|
(0.28)
|
(0.42)
|
(0.74)
|
(0.26)
|
(0.20)
|
Net
asset value, end of period
|
$9.34
|
$8.91
|
$10.03
|
$11.55
|
$9.87
|
Total
return
|
8.33%
|
(7.40%)
|
(7.46%)
|
20.04%
|
17.01%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.91%
(b)
|
0.98%
|
0.99%
|
1.00%
(b)
|
0.99%
(b)
|
Total
net expenses
(c)
|
0.91%
(b)
|
0.98%
|
0.89%
|
0.89%
(b)
|
0.92%
(b)
|
Net
investment income
|
2.89%
|
2.25%
|
2.50%
|
2.27%
|
2.40%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$2,000,961
|
$1,987,543
|
$1,508,393
|
$1,291,683
|
$1,580,912
|
Portfolio
turnover
|
17%
|
12%
|
13%
|
15%
|
16%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – DFA
International Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.90
|
$10.01
|
$11.53
|
$9.85
|
$8.62
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.20
|
0.25
|
0.19
|
0.20
|
Net
realized and unrealized gain (loss)
|
0.47
|
(0.92)
|
(1.06)
|
1.72
|
1.21
|
Total
from investment operations
|
0.69
|
(0.72)
|
(0.81)
|
1.91
|
1.41
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.22)
|
(0.18)
|
(0.25)
|
(0.23)
|
(0.18)
|
Net
realized gains
|
(0.04)
|
(0.21)
|
(0.46)
|
—
|
—
|
Total
distributions to shareholders
|
(0.26)
|
(0.39)
|
(0.71)
|
(0.23)
|
(0.18)
|
Net
asset value, end of period
|
$9.33
|
$8.90
|
$10.01
|
$11.53
|
$9.85
|
Total
return
|
8.08%
|
(7.56%)
|
(7.71%)
|
19.80%
|
16.63%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.16%
(b)
|
1.23%
|
1.24%
|
1.25%
(b)
|
1.24%
(b)
|
Total
net expenses
(c)
|
1.16%
(b)
|
1.23%
|
1.14%
|
1.13%
(b)
|
1.17%
(b)
|
Net
investment income
|
2.52%
|
2.06%
|
2.25%
|
1.80%
|
2.23%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$12,345
|
$10,494
|
$6,751
|
$5,321
|
$2,269
|
Portfolio
turnover
|
17%
|
12%
|
13%
|
15%
|
16%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Eaton
Vance Floating-Rate
Income Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$7.75
|
$9.52
|
$9.97
|
$10.09
|
$9.93
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.33
|
0.36
|
0.35
|
0.40
|
0.45
|
Net
realized and unrealized gain (loss)
|
0.45
|
(0.43)
|
(0.27)
|
0.00
(a)
|
0.28
|
Total
from investment operations
|
0.78
|
(0.07)
|
0.08
|
0.40
|
0.73
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.79)
|
(1.70)
|
(0.44)
|
(0.44)
|
(0.49)
|
Net
realized gains
|
—
|
—
|
(0.09)
|
(0.08)
|
(0.08)
|
Total
distributions to shareholders
|
(0.79)
|
(1.70)
|
(0.53)
|
(0.52)
|
(0.57)
|
Net
asset value, end of period
|
$7.74
|
$7.75
|
$9.52
|
$9.97
|
$10.09
|
Total
return
|
10.56%
|
(1.41%)
|
0.81%
|
4.13%
|
7.59%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.86%
|
0.81%
|
0.79%
|
0.79%
|
0.79%
|
Total
net expenses
(c)
|
0.75%
|
0.75%
|
0.72%
|
0.72%
|
0.72%
|
Net
investment income
|
4.26%
|
3.82%
|
3.58%
|
4.01%
|
4.46%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$97,843
|
$88,476
|
$521,302
|
$721,646
|
$776,324
|
Portfolio
turnover
|
66%
|
36%
|
42%
|
95%
|
41%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Eaton
Vance Floating-Rate
Income Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$7.63
|
$9.39
|
$9.84
|
$9.96
|
$9.82
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.30
|
0.32
|
0.32
|
0.37
|
0.42
|
Net
realized and unrealized gain (loss)
|
0.44
|
(0.41)
|
(0.26)
|
0.01
|
0.27
|
Total
from investment operations
|
0.74
|
(0.09)
|
0.06
|
0.38
|
0.69
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.76)
|
(1.67)
|
(0.42)
|
(0.42)
|
(0.47)
|
Net
realized gains
|
—
|
—
|
(0.09)
|
(0.08)
|
(0.08)
|
Total
distributions to shareholders
|
(0.76)
|
(1.67)
|
(0.51)
|
(0.50)
|
(0.55)
|
Net
asset value, end of period
|
$7.61
|
$7.63
|
$9.39
|
$9.84
|
$9.96
|
Total
return
|
10.29%
|
(1.58%)
|
0.56%
|
3.92%
|
7.23%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.11%
|
1.08%
|
1.04%
|
1.04%
|
1.04%
|
Total
net expenses
(b)
|
1.00%
|
1.00%
|
0.97%
|
0.97%
|
0.97%
|
Net
investment income
|
4.01%
|
3.71%
|
3.34%
|
3.73%
|
4.24%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$36,351
|
$30,923
|
$31,628
|
$28,919
|
$12,156
|
Portfolio
turnover
|
66%
|
36%
|
42%
|
95%
|
41%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Jennison
Mid Cap Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$18.38
|
$18.90
|
$17.28
|
$13.50
|
$11.59
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
(0.02)
|
(0.04)
|
(0.02)
|
(0.01)
|
0.06
|
Net
realized and unrealized gain (loss)
|
0.70
|
(0.48)
(a)
|
1.64
|
3.79
|
1.85
|
Total
from investment operations
|
0.68
|
(0.52)
|
1.62
|
3.78
|
1.91
|
Net
asset value, end of period
|
$19.06
|
$18.38
|
$18.90
|
$17.28
|
$13.50
|
Total
return
|
3.70%
|
(2.75%)
|
9.37%
|
28.00%
|
16.48%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.90%
|
0.89%
|
0.88%
|
0.87%
(c)
|
0.87%
|
Total
net expenses
(d)
|
0.88%
|
0.88%
|
0.86%
|
0.83%
(c)
|
0.82%
|
Net
investment income (loss)
|
(0.11%)
|
(0.20%)
|
(0.13%)
|
(0.09%)
|
0.49%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$411,066
|
$217,012
|
$681,556
|
$965,195
|
$1,039,067
|
Portfolio
turnover
|
36%
|
34%
|
42%
|
37%
|
47%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Jennison
Mid Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$18.10
|
$18.66
|
$17.11
|
$13.40
|
$11.54
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
(0.07)
|
(0.08)
|
(0.03)
|
(0.05)
|
0.05
|
Net
realized and unrealized gain (loss)
|
0.69
|
(0.48)
(a)
|
1.58
|
3.76
|
1.81
|
Total
from investment operations
|
0.62
|
(0.56)
|
1.55
|
3.71
|
1.86
|
Net
asset value, end of period
|
$18.72
|
$18.10
|
$18.66
|
$17.11
|
$13.40
|
Total
return
|
3.43%
|
(3.00%)
|
9.06%
|
27.69%
|
16.12%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
1.15%
|
1.15%
|
1.13%
|
1.13%
(c)
|
1.12%
|
Total
net expenses
(d)
|
1.13%
|
1.13%
|
1.12%
|
1.08%
(c)
|
1.07%
|
Net
investment income (loss)
|
(0.38%)
|
(0.42%)
|
(0.19%)
|
(0.33%)
|
0.36%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$13,635
|
$12,750
|
$7,891
|
$5,297
|
$2,333
|
Portfolio
turnover
|
36%
|
34%
|
42%
|
37%
|
47%
|
Notes to Financial Highlights
(a)
|
Calculation of the net gain
(loss) per share (both realized and unrealized) does not correlate to the aggregate realized and unrealized gain (loss) presented in the Statement of Operations due to the timing of subscriptions and redemptions of Fund shares in relation to
fluctuations in the market value of the portfolio.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Loomis
Sayles Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.75
|
$18.76
|
$16.66
|
$12.85
|
$11.26
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.15
|
0.12
|
0.10
|
0.10
|
0.12
|
Net
realized and unrealized gain
|
1.05
|
1.87
|
2.00
|
3.71
|
1.47
|
Total
from investment operations
|
1.20
|
1.99
|
2.10
|
3.81
|
1.59
|
Net
asset value, end of period
|
$21.95
|
$20.75
|
$18.76
|
$16.66
|
$12.85
|
Total
return
|
5.78%
|
10.61%
|
12.61%
|
29.65%
|
14.12%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.73%
|
0.75%
|
0.77%
|
0.76%
|
0.75%
(b)
|
Total
net expenses
(c)
|
0.73%
|
0.75%
|
0.77%
|
0.76%
|
0.73%
(b)
|
Net
investment income
|
0.72%
|
0.60%
|
0.58%
|
0.70%
|
0.94%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$2,398,329
|
$2,206,011
|
$1,285,907
|
$1,108,798
|
$1,682,857
|
Portfolio
turnover
|
19%
|
14%
|
103%
|
73%
|
80%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Loomis
Sayles Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.46
|
$18.55
|
$16.51
|
$12.76
|
$11.21
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.09
|
0.07
|
0.06
|
0.07
|
0.10
|
Net
realized and unrealized gain
|
1.05
|
1.84
|
1.98
|
3.68
|
1.45
|
Total
from investment operations
|
1.14
|
1.91
|
2.04
|
3.75
|
1.55
|
Net
asset value, end of period
|
$21.60
|
$20.46
|
$18.55
|
$16.51
|
$12.76
|
Total
return
|
5.57%
|
10.30%
|
12.36%
|
29.39%
|
13.83%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.98%
|
1.00%
|
1.02%
|
1.02%
|
1.00%
(b)
|
Total
net expenses
(c)
|
0.98%
|
1.00%
|
1.02%
|
1.02%
|
0.99%
(b)
|
Net
investment income
|
0.41%
|
0.38%
|
0.33%
|
0.46%
|
0.79%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$34,617
|
$6,399
|
$4,499
|
$3,085
|
$1,452
|
Portfolio
turnover
|
19%
|
14%
|
103%
|
73%
|
80%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Ratios include line of credit
interest expense which is less than 0.01%.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– Los Angeles Capital Large Cap Growth Fund
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio
turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included,
the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in
the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.75
|
$19.54
|
$17.70
|
$12.96
|
$11.41
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.02
|
(0.00)
(a)
|
(0.00)
(a)
|
0.01
|
0.04
|
Net
realized and unrealized gain (loss)
|
(0.52)
|
1.21
|
1.84
|
4.73
|
1.51
|
Total
from investment operations
|
(0.50)
|
1.21
|
1.84
|
4.74
|
1.55
|
Net
asset value, end of period
|
$20.25
|
$20.75
|
$19.54
|
$17.70
|
$12.96
|
Total
return
|
(2.41%)
|
6.19%
|
10.40%
|
36.57%
|
13.58%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.77%
|
0.76%
|
0.76%
|
0.76%
|
0.75%
|
Total
net expenses
(c)
|
0.77%
|
0.76%
|
0.76%
|
0.76%
|
0.75%
|
Net
investment income (loss)
|
0.10%
|
(0.01%)
|
(0.02%)
|
0.07%
|
0.31%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$972,895
|
$1,453,564
|
$1,522,909
|
$1,326,310
|
$1,685,695
|
Portfolio
turnover
|
91%
|
64%
|
71%
|
69%
|
63%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– Los Angeles Capital Large Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$20.44
|
$19.31
|
$17.53
|
$12.87
|
$11.36
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
(0.03)
|
(0.05)
|
(0.05)
|
(0.03)
|
0.02
|
Net
realized and unrealized gain (loss)
|
(0.50)
|
1.18
|
1.83
|
4.69
|
1.49
|
Total
from investment operations
|
(0.53)
|
1.13
|
1.78
|
4.66
|
1.51
|
Net
asset value, end of period
|
$19.91
|
$20.44
|
$19.31
|
$17.53
|
$12.87
|
Total
return
|
(2.59%)
|
5.85%
|
10.15%
|
36.21%
|
13.29%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.02%
|
1.01%
|
1.01%
|
1.01%
|
1.00%
|
Total
net expenses
(b)
|
1.02%
|
1.01%
|
1.01%
|
1.01%
|
1.00%
|
Net
investment income (loss)
|
(0.15%)
|
(0.26%)
|
(0.27%)
|
(0.19%)
|
0.16%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$7,076
|
$6,258
|
$4,383
|
$2,663
|
$1,367
|
Portfolio
turnover
|
91%
|
64%
|
71%
|
69%
|
63%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – MFS
®
Value Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$18.61
|
$18.75
|
$16.99
|
$12.51
|
$10.76
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.37
|
0.59
(a)
|
0.31
|
0.25
|
0.24
|
Net
realized and unrealized gain (loss)
|
2.24
|
(0.73)
|
1.45
|
4.23
|
1.51
|
Total
from investment operations
|
2.61
|
(0.14)
|
1.76
|
4.48
|
1.75
|
Net
asset value, end of period
|
$21.22
|
$18.61
|
$18.75
|
$16.99
|
$12.51
|
Total
return
|
14.03%
|
(0.75%)
|
10.36%
|
35.81%
|
16.26%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.74%
|
0.73%
|
0.73%
|
0.74%
|
0.75%
|
Total
net expenses
(c)
|
0.74%
|
0.73%
|
0.73%
|
0.74%
|
0.74%
|
Net
investment income
|
1.89%
|
3.14%
|
1.75%
|
1.71%
|
2.05%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,995,300
|
$1,925,986
|
$2,364,990
|
$2,327,134
|
$1,846,204
|
Portfolio
turnover
|
23%
|
16%
|
13%
|
18%
|
15%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.28 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – MFS
®
Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$18.36
|
$18.54
|
$16.84
|
$12.43
|
$10.72
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.33
|
0.59
(a)
|
0.26
|
0.22
|
0.22
|
Net
realized and unrealized gain (loss)
|
2.19
|
(0.77)
|
1.44
|
4.19
|
1.49
|
Total
from investment operations
|
2.52
|
(0.18)
|
1.70
|
4.41
|
1.71
|
Net
asset value, end of period
|
$20.88
|
$18.36
|
$18.54
|
$16.84
|
$12.43
|
Total
return
|
13.73%
|
(0.97%)
|
10.09%
|
35.48%
|
15.95%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
1.00%
|
0.99%
|
0.98%
|
0.99%
|
1.00%
|
Total
net expenses
(c)
|
1.00%
|
0.99%
|
0.98%
|
0.99%
|
0.99%
|
Net
investment income
|
1.71%
|
3.15%
|
1.48%
|
1.45%
|
1.85%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$33,917
|
$19,747
|
$13,953
|
$7,900
|
$2,766
|
Portfolio
turnover
|
23%
|
16%
|
13%
|
18%
|
15%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.33 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Morgan
Stanley Advantage Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$19.85
|
$18.60
|
$17.33
|
$13.20
|
$11.78
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.08
|
0.71
(a)
|
0.05
|
0.05
|
0.10
|
Net
realized and unrealized gain
|
0.57
|
0.54
|
1.22
|
4.08
|
1.32
|
Total
from investment operations
|
0.65
|
1.25
|
1.27
|
4.13
|
1.42
|
Net
asset value, end of period
|
$20.50
|
$19.85
|
$18.60
|
$17.33
|
$13.20
|
Total
return
|
3.27%
|
6.72%
|
7.33%
|
31.29%
|
12.05%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.78%
|
0.76%
|
0.76%
|
0.76%
|
0.75%
|
Total
net expenses
(c)
|
0.78%
|
0.76%
|
0.76%
|
0.76%
|
0.74%
|
Net
investment income
|
0.42%
|
3.63%
|
0.27%
|
0.33%
|
0.75%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,063,778
|
$1,209,405
|
$1,374,918
|
$1,604,396
|
$1,676,931
|
Portfolio
turnover
|
130%
|
27%
|
18%
|
116%
|
81%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.64 per share.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Morgan
Stanley Advantage Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$19.57
|
$18.39
|
$17.18
|
$13.12
|
$11.73
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.03
|
0.59
(a)
|
0.00
(b)
|
0.01
|
0.07
|
Net
realized and unrealized gain
|
0.57
|
0.59
|
1.21
|
4.05
|
1.32
|
Total
from investment operations
|
0.60
|
1.18
|
1.21
|
4.06
|
1.39
|
Net
asset value, end of period
|
$20.17
|
$19.57
|
$18.39
|
$17.18
|
$13.12
|
Total
return
|
3.07%
|
6.42%
|
7.04%
|
30.95%
|
11.85%
|
Ratios
to average net assets
(c)
|
|
|
|
|
|
Total
gross expenses
|
1.03%
|
1.01%
|
1.01%
|
1.01%
|
1.00%
|
Total
net expenses
(d)
|
1.03%
|
1.01%
|
1.01%
|
1.01%
|
0.99%
|
Net
investment income
|
0.16%
|
3.08%
|
0.03%
|
0.08%
|
0.56%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$6,769
|
$7,758
|
$5,944
|
$4,955
|
$3,365
|
Portfolio
turnover
|
130%
|
27%
|
18%
|
116%
|
81%
|
Notes to Financial Highlights
(a)
|
Net investment income per
share includes special dividends. The effect of these dividends amounted to $0.57 per share.
|
(c)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP –
Oppenheimer International Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$11.36
|
$12.46
|
$13.63
|
$11.79
|
$10.54
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.15
|
0.17
|
0.20
|
0.17
|
0.15
|
Net
realized and unrealized gain (loss)
|
(0.54)
|
(0.41)
|
(0.11)
|
2.03
|
1.46
|
Total
from investment operations
|
(0.39)
|
(0.24)
|
0.09
|
2.20
|
1.61
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.15)
|
(0.17)
|
(0.24)
|
(0.21)
|
(0.14)
|
Net
realized gains
|
(0.12)
|
(0.69)
|
(1.02)
|
(0.15)
|
(0.22)
|
Total
distributions to shareholders
|
(0.27)
|
(0.86)
|
(1.26)
|
(0.36)
|
(0.36)
|
Net
asset value, end of period
|
$10.70
|
$11.36
|
$12.46
|
$13.63
|
$11.79
|
Total
return
|
(3.47%)
|
(2.27%)
|
0.19%
|
19.13%
|
15.74%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.96%
|
0.97%
|
0.98%
|
0.98%
|
0.98%
|
Total
net expenses
(b)
|
0.96%
|
0.97%
|
0.98%
|
0.98%
|
0.97%
|
Net
investment income
|
1.37%
|
1.38%
|
1.53%
|
1.39%
|
1.34%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$2,270,612
|
$2,299,811
|
$2,116,606
|
$1,926,293
|
$1,982,101
|
Portfolio
turnover
|
94%
|
19%
|
23%
|
30%
|
28%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP –
Oppenheimer International Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$11.32
|
$12.42
|
$13.60
|
$11.76
|
$10.53
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.12
|
0.13
|
0.16
|
0.12
|
0.11
|
Net
realized and unrealized gain (loss)
|
(0.53)
|
(0.40)
|
(0.11)
|
2.05
|
1.47
|
Total
from investment operations
|
(0.41)
|
(0.27)
|
0.05
|
2.17
|
1.58
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.13)
|
(0.14)
|
(0.21)
|
(0.18)
|
(0.13)
|
Net
realized gains
|
(0.12)
|
(0.69)
|
(1.02)
|
(0.15)
|
(0.22)
|
Total
distributions to shareholders
|
(0.25)
|
(0.83)
|
(1.23)
|
(0.33)
|
(0.35)
|
Net
asset value, end of period
|
$10.66
|
$11.32
|
$12.42
|
$13.60
|
$11.76
|
Total
return
|
(3.66%)
|
(2.54%)
|
(0.08%)
|
18.89%
|
15.35%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.21%
|
1.22%
|
1.23%
|
1.24%
|
1.23%
|
Total
net expenses
(b)
|
1.21%
|
1.22%
|
1.23%
|
1.24%
|
1.22%
|
Net
investment income
|
1.11%
|
1.09%
|
1.23%
|
0.95%
|
1.03%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$21,570
|
$20,973
|
$12,163
|
$6,813
|
$3,080
|
Portfolio
turnover
|
94%
|
19%
|
23%
|
30%
|
28%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– Partners Core Bond Fund
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio
turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included,
the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in
the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.80
|
$10.94
|
$10.61
|
$11.11
|
$10.91
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.25
|
0.24
|
0.24
|
0.22
|
0.26
|
Net
realized and unrealized gain (loss)
|
0.02
|
(0.14)
|
0.32
|
(0.47)
|
0.24
|
Total
from investment operations
|
0.27
|
0.10
|
0.56
|
(0.25)
|
0.50
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.23)
|
(0.21)
|
(0.22)
|
(0.23)
|
(0.27)
|
Net
realized gains
|
(0.02)
|
(0.03)
|
(0.01)
|
(0.02)
|
(0.03)
|
Total
distributions to shareholders
|
(0.25)
|
(0.24)
|
(0.23)
|
(0.25)
|
(0.30)
|
Net
asset value, end of period
|
$10.82
|
$10.80
|
$10.94
|
$10.61
|
$11.11
|
Total
return
|
2.48%
|
0.88%
|
5.35%
|
(2.23%)
|
4.63%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.56%
|
0.57%
|
0.57%
|
0.57%
|
0.58%
|
Total
net expenses
(b)
|
0.56%
|
0.56%
|
0.56%
|
0.57%
|
0.58%
|
Net
investment income
|
2.27%
|
2.18%
|
2.23%
|
2.03%
|
2.33%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$3,343,966
|
$3,363,421
|
$2,940,311
|
$3,112,418
|
$2,817,256
|
Portfolio
turnover
|
17%
|
20%
|
11%
|
16%
|
14%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– Partners Core Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.75
|
$10.90
|
$10.57
|
$11.07
|
$10.87
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.22
|
0.21
|
0.21
|
0.19
|
0.23
|
Net
realized and unrealized gain (loss)
|
0.03
|
(0.15)
|
0.33
|
(0.47)
|
0.25
|
Total
from investment operations
|
0.25
|
0.06
|
0.54
|
(0.28)
|
0.48
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.21)
|
(0.18)
|
(0.20)
|
(0.20)
|
(0.25)
|
Net
realized gains
|
(0.02)
|
(0.03)
|
(0.01)
|
(0.02)
|
(0.03)
|
Total
distributions to shareholders
|
(0.23)
|
(0.21)
|
(0.21)
|
(0.22)
|
(0.28)
|
Net
asset value, end of period
|
$10.77
|
$10.75
|
$10.90
|
$10.57
|
$11.07
|
Total
return
|
2.23%
|
0.54%
|
5.11%
|
(2.49%)
|
4.47%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.82%
|
0.82%
|
0.82%
|
0.82%
|
0.83%
|
Total
net expenses
(b)
|
0.81%
|
0.81%
|
0.81%
|
0.82%
|
0.83%
|
Net
investment income
|
2.03%
|
1.94%
|
1.98%
|
1.77%
|
2.07%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$10,146
|
$6,999
|
$5,070
|
$4,720
|
$5,837
|
Portfolio
turnover
|
17%
|
20%
|
11%
|
16%
|
14%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Partners
Small Cap Growth Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.33
|
$18.25
|
$18.30
|
$13.05
|
$11.74
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
(0.04)
|
(0.04)
|
(0.08)
|
(0.03)
|
0.04
|
Net
realized and unrealized gain (loss)
|
1.19
|
(0.88)
|
0.03
|
5.28
|
1.27
|
Total
from investment operations
|
1.15
|
(0.92)
|
(0.05)
|
5.25
|
1.31
|
Net
asset value, end of period
|
$18.48
|
$17.33
|
$18.25
|
$18.30
|
$13.05
|
Total
return
|
6.64%
|
(5.04%)
|
(0.27%)
|
40.23%
|
11.16%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.98%
|
1.02%
|
1.02%
|
1.03%
|
1.03%
|
Total
net expenses
(b)
|
0.94%
|
0.96%
|
0.96%
|
0.96%
|
0.99%
|
Net
investment income (loss)
|
(0.25%)
|
(0.20%)
|
(0.46%)
|
(0.19%)
|
0.33%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$611,339
|
$609,772
|
$536,791
|
$622,614
|
$510,214
|
Portfolio
turnover
|
90%
|
63%
|
43%
|
53%
|
70%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Partners
Small Cap Growth Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.08
|
$18.04
|
$18.13
|
$12.96
|
$11.68
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income (loss)
|
(0.08)
|
(0.08)
|
(0.12)
|
(0.08)
|
0.03
|
Net
realized and unrealized gain (loss)
|
1.17
|
(0.88)
|
0.03
|
5.25
|
1.25
|
Total
from investment operations
|
1.09
|
(0.96)
|
(0.09)
|
5.17
|
1.28
|
Net
asset value, end of period
|
$18.17
|
$17.08
|
$18.04
|
$18.13
|
$12.96
|
Total
return
|
6.38%
|
(5.32%)
|
(0.50%)
|
39.89%
|
10.96%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.23%
|
1.27%
|
1.27%
|
1.28%
|
1.28%
|
Total
net expenses
(b)
|
1.19%
|
1.21%
|
1.21%
|
1.21%
|
1.24%
|
Net
investment income (loss)
|
(0.50%)
|
(0.46%)
|
(0.70%)
|
(0.48%)
|
0.21%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$5,031
|
$4,734
|
$3,355
|
$2,841
|
$1,252
|
Portfolio
turnover
|
90%
|
63%
|
43%
|
53%
|
70%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Pyramis
®
International Equity Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.48
|
$10.99
|
$12.99
|
$11.24
|
$9.65
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.20
|
0.15
|
0.23
|
0.20
|
0.23
|
Net
realized and unrealized gain (loss)
|
(0.54)
|
(0.16)
|
(0.99)
|
2.12
|
1.73
|
Total
from investment operations
|
(0.34)
|
(0.01)
|
(0.76)
|
2.32
|
1.96
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.23)
|
(0.16)
|
(0.22)
|
(0.27)
|
(0.21)
|
Net
realized gains
|
—
|
(0.34)
|
(1.02)
|
(0.30)
|
(0.16)
|
Total
distributions to shareholders
|
(0.23)
|
(0.50)
|
(1.24)
|
(0.57)
|
(0.37)
|
Net
asset value, end of period
|
$9.91
|
$10.48
|
$10.99
|
$12.99
|
$11.24
|
Total
return
|
(3.24%)
|
(0.41%)
|
(6.73%)
|
21.51%
|
20.92%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.97%
|
0.97%
|
0.99%
|
1.00%
|
1.01%
|
Total
net expenses
(b)
|
0.96%
|
0.97%
|
0.99%
|
1.00%
|
0.98%
|
Net
investment income
|
2.04%
|
1.37%
|
1.86%
|
1.64%
|
2.19%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$2,317,135
|
$2,317,553
|
$1,523,162
|
$1,427,986
|
$1,195,137
|
Portfolio
turnover
|
50%
|
52%
|
55%
|
78%
|
66%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Pyramis
®
International Equity Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.43
|
$10.94
|
$12.95
|
$11.21
|
$9.63
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.18
|
0.13
|
0.19
|
0.14
|
0.19
|
Net
realized and unrealized gain (loss)
|
(0.54)
|
(0.16)
|
(0.99)
|
2.15
|
1.74
|
Total
from investment operations
|
(0.36)
|
(0.03)
|
(0.80)
|
2.29
|
1.93
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.21)
|
(0.14)
|
(0.19)
|
(0.25)
|
(0.19)
|
Net
realized gains
|
—
|
(0.34)
|
(1.02)
|
(0.30)
|
(0.16)
|
Total
distributions to shareholders
|
(0.21)
|
(0.48)
|
(1.21)
|
(0.55)
|
(0.35)
|
Net
asset value, end of period
|
$9.86
|
$10.43
|
$10.94
|
$12.95
|
$11.21
|
Total
return
|
(3.44%)
|
(0.60%)
|
(7.02%)
|
21.27%
|
20.59%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.22%
|
1.22%
|
1.24%
|
1.25%
|
1.26%
|
Total
net expenses
(b)
|
1.21%
|
1.22%
|
1.24%
|
1.25%
|
1.24%
|
Net
investment income
|
1.85%
|
1.13%
|
1.60%
|
1.16%
|
1.88%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$6,722
|
$7,749
|
$4,652
|
$3,282
|
$1,297
|
Portfolio
turnover
|
50%
|
52%
|
55%
|
78%
|
66%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– T. Rowe Price Large Cap Value Fund
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio
turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included,
the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in
the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$17.16
|
$18.69
|
$17.03
|
$13.29
|
$11.66
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.41
|
0.42
|
0.38
|
0.39
|
0.38
|
Net
realized and unrealized gain (loss)
|
2.05
|
(1.95)
|
1.28
|
3.35
|
1.25
|
Total
from investment operations
|
2.46
|
(1.53)
|
1.66
|
3.74
|
1.63
|
Net
asset value, end of period
|
$19.62
|
$17.16
|
$18.69
|
$17.03
|
$13.29
|
Total
return
|
14.34%
|
(8.19%)
|
9.75%
|
28.14%
|
13.98%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.75%
|
0.75%
|
0.74%
|
0.75%
|
0.75%
|
Total
net expenses
(b)
|
0.75%
|
0.75%
|
0.74%
|
0.75%
|
0.75%
|
Net
investment income
|
2.30%
|
2.32%
|
2.10%
|
2.58%
|
2.98%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$2,168,289
|
$1,894,441
|
$2,105,199
|
$2,058,095
|
$1,843,656
|
Portfolio
turnover
|
108%
|
59%
|
32%
|
29%
|
42%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP
– T. Rowe Price Large Cap Value Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$16.92
|
$18.48
|
$16.87
|
$13.21
|
$11.61
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.36
|
0.37
|
0.33
|
0.35
|
0.35
|
Net
realized and unrealized gain (loss)
|
2.02
|
(1.93)
|
1.28
|
3.31
|
1.25
|
Total
from investment operations
|
2.38
|
(1.56)
|
1.61
|
3.66
|
1.60
|
Net
asset value, end of period
|
$19.30
|
$16.92
|
$18.48
|
$16.87
|
$13.21
|
Total
return
|
14.07%
|
(8.44%)
|
9.54%
|
27.71%
|
13.78%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.00%
|
1.00%
|
0.99%
|
1.00%
|
1.00%
|
Total
net expenses
(b)
|
1.00%
|
1.00%
|
0.99%
|
1.00%
|
1.00%
|
Net
investment income
|
2.05%
|
2.06%
|
1.85%
|
2.29%
|
2.75%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$10,555
|
$8,459
|
$9,505
|
$6,908
|
$3,883
|
Portfolio
turnover
|
108%
|
59%
|
32%
|
29%
|
42%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – TCW Core
Plus Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.40
|
$10.47
|
$10.02
|
$10.48
|
$10.62
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.17
|
0.14
|
0.16
|
0.09
|
0.07
|
Net
realized and unrealized gain (loss)
|
0.08
|
(0.12)
|
0.36
|
(0.32)
|
0.17
|
Total
from investment operations
|
0.25
|
0.02
|
0.52
|
(0.23)
|
0.24
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.13)
|
(0.09)
|
(0.07)
|
(0.08)
|
(0.20)
|
Net
realized gains
|
(0.04)
|
(0.00)
(a)
|
—
|
(0.15)
|
(0.18)
|
Total
distributions to shareholders
|
(0.17)
|
(0.09)
|
(0.07)
|
(0.23)
|
(0.38)
|
Net
asset value, end of period
|
$10.48
|
$10.40
|
$10.47
|
$10.02
|
$10.48
|
Total
return
|
2.41%
|
0.19%
|
5.15%
|
(2.19%)
|
2.32%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.56%
|
0.58%
|
0.60%
|
0.61%
|
0.62%
|
Total
net expenses
(c)
|
0.55%
|
0.56%
|
0.58%
|
0.61%
|
0.60%
|
Net
investment income
|
1.61%
|
1.35%
|
1.57%
|
0.85%
|
0.69%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$3,079,179
|
$3,154,641
|
$2,130,226
|
$1,247,945
|
$1,479,732
|
Portfolio
turnover
|
276%
|
351%
|
448%
|
1,233%
|
1,142%
|
Notes to Financial Highlights
(a)
|
Rounds to zero.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – TCW Core
Plus Bond Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.36
|
$10.43
|
$9.99
|
$10.44
|
$10.59
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.15
|
0.12
|
0.14
|
0.06
|
0.04
|
Net
realized and unrealized gain (loss)
|
0.08
|
(0.13)
|
0.34
|
(0.31)
|
0.17
|
Total
from investment operations
|
0.23
|
(0.01)
|
0.48
|
(0.25)
|
0.21
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.11)
|
(0.06)
|
(0.04)
|
(0.05)
|
(0.18)
|
Net
realized gains
|
(0.04)
|
(0.00)
(a)
|
—
|
(0.15)
|
(0.18)
|
Total
distributions to shareholders
|
(0.15)
|
(0.06)
|
(0.04)
|
(0.20)
|
(0.36)
|
Net
asset value, end of period
|
$10.44
|
$10.36
|
$10.43
|
$9.99
|
$10.44
|
Total
return
|
2.17%
|
(0.06%)
|
4.81%
|
(2.36%)
|
2.05%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.81%
|
0.83%
|
0.85%
|
0.86%
|
0.87%
|
Total
net expenses
(c)
|
0.80%
|
0.81%
|
0.83%
|
0.86%
|
0.85%
|
Net
investment income
|
1.38%
|
1.10%
|
1.33%
|
0.60%
|
0.40%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$6,052
|
$4,137
|
$3,147
|
$3,260
|
$3,684
|
Portfolio
turnover
|
276%
|
351%
|
448%
|
1,233%
|
1,142%
|
Notes to Financial Highlights
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Wells
Fargo Short Duration Government Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.11
|
$10.18
|
$10.14
|
$10.33
|
$10.32
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.09
|
0.07
|
0.05
|
0.05
|
0.11
|
Net
realized and unrealized gain (loss)
|
0.02
|
(0.04)
|
0.04
|
(0.06)
|
0.10
|
Total
from investment operations
|
0.11
|
0.03
|
0.09
|
(0.01)
|
0.21
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.10)
|
(0.10)
|
(0.05)
|
(0.10)
|
(0.12)
|
Net
realized gains
|
(0.04)
|
—
|
—
|
(0.08)
|
(0.08)
|
Total
distributions to shareholders
|
(0.14)
|
(0.10)
|
(0.05)
|
(0.18)
|
(0.20)
|
Net
asset value, end of period
|
$10.08
|
$10.11
|
$10.18
|
$10.14
|
$10.33
|
Total
return
|
1.03%
|
0.32%
|
0.86%
|
(0.14%)
|
2.01%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.56%
|
0.60%
|
0.59%
|
0.59%
|
0.60%
|
Total
net expenses
(b)
|
0.55%
|
0.60%
|
0.59%
|
0.59%
|
0.59%
|
Net
investment income
|
0.86%
|
0.64%
|
0.54%
|
0.47%
|
1.03%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$1,056,643
|
$1,197,705
|
$2,321,423
|
$2,455,893
|
$2,106,703
|
Portfolio
turnover
|
343%
|
375%
|
445%
|
282%
|
356%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Financial Highlights — VP – Wells
Fargo Short Duration Government Fund
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$10.07
|
$10.14
|
$10.09
|
$10.29
|
$10.29
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.06
|
0.04
|
0.03
|
0.02
|
0.08
|
Net
realized and unrealized gain (loss)
|
0.02
|
(0.03)
|
0.04
|
(0.07)
|
0.10
|
Total
from investment operations
|
0.08
|
0.01
|
0.07
|
(0.05)
|
0.18
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.07)
|
(0.08)
|
(0.02)
|
(0.07)
|
(0.10)
|
Net
realized gains
|
(0.04)
|
—
|
—
|
(0.08)
|
(0.08)
|
Total
distributions to shareholders
|
(0.11)
|
(0.08)
|
(0.02)
|
(0.15)
|
(0.18)
|
Net
asset value, end of period
|
$10.04
|
$10.07
|
$10.14
|
$10.09
|
$10.29
|
Total
return
|
0.78%
|
0.07%
|
0.71%
|
(0.49%)
|
1.76%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.80%
|
0.86%
|
0.84%
|
0.84%
|
0.85%
|
Total
net expenses
(b)
|
0.80%
|
0.85%
|
0.84%
|
0.84%
|
0.84%
|
Net
investment income
|
0.63%
|
0.40%
|
0.31%
|
0.23%
|
0.76%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$22,083
|
$13,574
|
$6,479
|
$2,460
|
$2,189
|
Portfolio
turnover
|
343%
|
375%
|
445%
|
282%
|
356%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Funds
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies and participants in Qualified Plans. Please refer to your Contract prospectus or Qualified Plan disclosure documents for information about how to buy, sell and transfer shares of the
Fund.
Additional Information About the
Fund
Additional information about the Fund’s
investments is available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance
during its last fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1,
2017
Variable
Portfolio-Conservative Portfolio
Variable Portfolio-Moderately Conservative Portfolio
Variable Portfolio-Moderate Portfolio
Variable Portfolio-Moderately Aggressive Portfolio
Variable Portfolio-Aggressive Portfolio
Each above named Fund offers Class 2 and Class 4 shares to
separate accounts consisting of subaccounts funding variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated life insurance companies authorized by Columbia Management Investment Distributors, Inc. (the
Distributor). There are no exchange ticker symbols associated with shares of the Funds.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Variable Portfolio Fund of Funds
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
Investment Objective
Variable Portfolio-Conservative Portfolio
(Conservative Portfolio or the Fund) seeks to provide a high level of total return that is consistent with a conservative level of risk.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Class
4
|
Management
fees
|
0.03%
|
0.03%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
0.25%
|
Other
expenses
|
0.02%
|
0.02%
|
Acquired
fund fees and expenses
|
0.62%
|
0.62%
|
Total
annual Fund operating expenses
(a)
|
0.92%
|
0.92%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$94
|
$293
|
$509
|
$1,131
|
Class
4
(whether or not shares are redeemed)
|
$94
|
$293
|
$509
|
$1,131
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 14% of the average value of its portfolio.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
Principal Investment Strategies
The Fund is a “fund of funds”
that, under normal circumstances, seeks to achieve its objective by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income and cash/cash equivalents, as well as underlying funds that
pursue alternative investment strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Fund may invest significantly in any individual underlying fund(s).
The Fund may also seek to achieve its desired asset class and investment strategy exposures by investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives,
such as forward contracts (including forward foreign currency contracts), futures (including equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total
return swaps). The Funds may invest in companies of any market capitalization. The Funds may invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit
quality, those instruments rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Fund may purchase or sell securities on
a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal
circumstances, the Fund intends to have investment exposure to equity, fixed income and cash/cash equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges
(includes investments in underlying funds, ETFs, and other securities, instruments and assets, including derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Conservative
Portfolio
|
10–25%*
|
60-80%*
|
0-10%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percent of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause a Fund to be temporarily outside the ranges identified in the table. Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) may modify the target allocation ranges only with the approval of a Fund’s Board of Trustees (the Board).
|
In managing the Fund, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Fund including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Fund’s investment activities.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform
other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
are transactions in which the Fund sells securities to a counterparty and
simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price,
or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the
investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms
of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to
realize its investment objective will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The
Fund is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other
entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because
the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may
have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives
from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g.,
underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying
fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate
alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
can result in increases in interest rates. Such actions may negatively affect
the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease.
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund
will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market
fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund’s performance given its investment strategy, as well as three additional measures of performance for markets in
which the Fund may invest.
Except for
differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
3.68%
|
Worst
|
3rd Quarter 2011
|
-3.13%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
2
|
05/07/2010
|
3.44%
|
3.57%
|
4.06%
|
Class
4
|
05/07/2010
|
3.44%
|
3.57%
|
4.06%
|
Blended
Benchmark (consisting of 80% Bloomberg Barclays U.S. Aggregate Bond Index, 14% Russell 3000 Index and 6% MSCI EAFE Index (Net))
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index portion
of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
4.04%
|
4.28%
|
5.01%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Russell
3000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
12.74%
|
14.67%
|
13.49%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
5.83%
|
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Conservative
Portfolio
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract or life insurance policy with RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies) and
allocating your purchase payments to the Account that invests in the Fund.
Please refer to your Contract prospectus, as applicable, for
more information.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
Investment Objective
Variable Portfolio-Moderately Conservative Portfolio
(Moderately Conservative Portfolio or the Fund) seeks to provide a high level of total return that is consistent with a moderately conservative level of risk.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Class
4
|
Management
fees
|
0.04%
|
0.04%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
0.25%
|
Other
expenses
|
0.01%
|
0.01%
|
Acquired
fund fees and expenses
|
0.65%
|
0.65%
|
Total
annual Fund operating expenses
(a)
|
0.95%
|
0.95%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$97
|
$303
|
$525
|
$1,166
|
Class
4
(whether or not shares are redeemed)
|
$97
|
$303
|
$525
|
$1,166
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 8% of the average value of its portfolio.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
Principal Investment Strategies
The Fund is a “fund of funds”
that, under normal circumstances, seeks to achieve its objective by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income and cash/cash equivalents, as well as underlying funds that
pursue alternative investment strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Fund may invest significantly in any individual underlying fund(s).
The Fund may also seek to achieve its desired asset class and investment strategy exposures by investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives,
such as forward contracts (including forward foreign currency contracts), futures (including equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total
return swaps). The Funds may invest in companies of any market capitalization. The Funds may invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit
quality, those instruments rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Fund may purchase or sell securities on
a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal
circumstances, the Fund intends to have investment exposure to equity, fixed income and cash/cash equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges
(includes investments in underlying funds, ETFs, and other securities, instruments and assets, including derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Moderately
Conservative Portfolio
|
25-40%*
|
50-65%*
|
0-10%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percent of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause a Fund to be temporarily outside the ranges identified in the table. Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) may modify the target allocation ranges only with the approval of a Fund’s Board of Trustees (the Board).
|
In managing the Fund, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Fund including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Fund’s investment activities.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform
other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
are transactions in which the Fund sells securities to a counterparty and
simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price,
or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the
investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms
of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to
realize its investment objective will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The
Fund is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other
entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because
the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may
have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives
from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g.,
underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying
fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate
alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
can result in increases in interest rates. Such actions may negatively affect
the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease.
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund
will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market
fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund’s performance given its investment strategy, as well as three additional measures of performance for markets in
which the Fund may invest.
Except for
differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
5.29%
|
Worst
|
3rd Quarter 2011
|
-5.82%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
2
|
05/07/2010
|
3.97%
|
4.83%
|
5.08%
|
Class
4
|
05/07/2010
|
4.04%
|
4.84%
|
5.11%
|
Blended
Benchmark (consisting of 65% Bloomberg Barclays U.S. Aggregate Bond Index, 24% Russell 3000 Index and 11% MSCI EAFE Index (Net))
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index
portion of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
5.00%
|
5.76%
|
6.21%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Russell
3000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
12.74%
|
14.67%
|
13.49%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
5.83%
|
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Conservative Portfolio
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract or life insurance policy with RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies) and
allocating your purchase payments to the Account that invests in the Fund.
Please refer to your Contract prospectus, as applicable, for
more information.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate
Portfolio
Investment Objective
Variable Portfolio-Moderate Portfolio
(Moderate Portfolio or the Fund) seeks to provide a high level of total return that is consistent with a moderate level of risk.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Class
4
|
Management
fees
|
0.03%
|
0.03%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
0.25%
|
Other
expenses
|
0.01%
|
0.01%
|
Acquired
fund fees and expenses
|
0.70%
|
0.70%
|
Total
annual Fund operating expenses
(a)
|
0.99%
|
0.99%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Class
4
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 6% of the average value of its portfolio.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
Principal Investment Strategies
The Fund is a “fund of funds”
that, under normal circumstances, seeks to achieve its objective by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income and cash/cash equivalents, as well as underlying funds that
pursue alternative investment strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Fund may invest significantly in any individual underlying fund(s).
The Fund may also seek to achieve its desired asset class and investment strategy exposures by investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives,
such as forward contracts (including forward foreign currency contracts), futures (including equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total
return swaps). The Funds may invest in companies of any market capitalization. The Funds may invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit
quality, those instruments rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Fund may purchase or sell securities on
a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal
circumstances, the Fund intends to have investment exposure to equity, fixed income and cash/cash equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges
(includes investments in underlying funds, ETFs, and other securities, instruments and assets, including derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Moderate
Portfolio
|
40-55%*
|
40-55%*
|
0-5%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percent of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause a Fund to be temporarily outside the ranges identified in the table. Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) may modify the target allocation ranges only with the approval of a Fund’s Board of Trustees (the Board).
|
In managing the Fund, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Fund including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Fund’s investment activities.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform
other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
are transactions in which the Fund sells securities to a counterparty and
simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price,
or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the
investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms
of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to
realize its investment objective will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The
Fund is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other
entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because
the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may
have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives
from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g.,
underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying
fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate
alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
can result in increases in interest rates. Such actions may negatively affect
the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease.
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund
will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market
fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund’s performance given its investment strategy, as well as three additional measures of performance for markets in
which the Fund may invest.
Except for
differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
7.16%
|
Worst
|
3rd Quarter 2011
|
-8.81%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
2
|
05/07/10
|
4.64
|
6.18
|
6.19
|
Class
4
|
05/07/10
|
4.63
|
6.19
|
6.22
|
Blended
Benchmark (consisting of 50% Bloomberg Barclays U.S. Aggregate Bond Index, 35% Russell 3000 Index and 15% MSCI EAFE Index (Net))
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index
portion of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
6.05
|
7.30
|
7.45
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65
|
2.23
|
3.31
|
Russell
3000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
12.74
|
14.67
|
13.49
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00
|
6.53
|
5.83
|
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderate Portfolio
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract or life insurance policy with RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies) and
allocating your purchase payments to the Account that invests in the Fund.
Please refer to your Contract prospectus, as applicable, for
more information.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
Investment Objective
Variable Portfolio-Moderately Aggressive Portfolio
(Moderately Aggressive Portfolio or the Fund) seeks to provide a high level of total return that is consistent with a moderately aggressive level of risk.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Class
4
|
Management
fees
|
0.04%
|
0.04%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
0.25%
|
Other
expenses
|
0.01%
|
0.01%
|
Acquired
fund fees and expenses
|
0.74%
|
0.74%
|
Total
annual Fund operating expenses
(a)
|
1.04%
|
1.04%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$106
|
$331
|
$574
|
$1,271
|
Class
4
(whether or not shares are redeemed)
|
$106
|
$331
|
$574
|
$1,271
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 9% of the average value of its portfolio.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
Principal Investment Strategies
The Fund is a “fund of funds”
that, under normal circumstances, seeks to achieve its objective by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income and cash/cash equivalents, as well as underlying funds that
pursue alternative investment strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Fund may invest significantly in any individual underlying fund(s).
The Fund may also seek to achieve its desired asset class and investment strategy exposures by investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives,
such as forward contracts (including forward foreign currency contracts), futures (including equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total
return swaps). The Funds may invest in companies of any market capitalization. The Funds may invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit
quality, those instruments rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Fund may purchase or sell securities on
a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal
circumstances, the Fund intends to have investment exposure to equity, fixed income and cash/cash equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges
(includes investments in underlying funds, ETFs, and other securities, instruments and assets, including derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Moderately
Aggressive Portfolio
|
55-70%*
|
25-40%*
|
0-5%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percent of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause a Fund to be temporarily outside the ranges identified in the table. Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) may modify the target allocation ranges only with the approval of a Fund’s Board of Trustees (the Board).
|
In managing the Fund, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Fund including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Fund’s investment activities.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform
other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
are transactions in which the Fund sells securities to a counterparty and
simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price,
or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the
investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms
of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to
realize its investment objective will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The
Fund is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other
entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because
the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may
have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives
from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g.,
underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying
fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate
alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
can result in increases in interest rates. Such actions may negatively affect
the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease.
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund
will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market
fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund’s performance given its investment strategy, as well as three additional measures of performance for markets in
which the Fund may invest.
Except for
differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
9.07%
|
Worst
|
3rd Quarter 2011
|
-11.78%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
2
|
05/07/2010
|
5.27%
|
7.44%
|
7.12%
|
Class
4
|
05/07/2010
|
5.26%
|
7.43%
|
7.14%
|
Blended
Benchmark (consisting of 46% Russell 3000 Index, 35% Bloomberg Barclays U.S. Aggregate Bond Index and 19% MSCI EAFE Index (Net))
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index
portion of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
7.07%
|
8.84%
|
8.66%
|
Russell
3000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
12.74%
|
14.67%
|
13.49%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
5.83%
|
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Moderately
Aggressive Portfolio
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract or life insurance policy with RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies) and
allocating your purchase payments to the Account that invests in the Fund.
Please refer to your Contract prospectus, as applicable, for
more information.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
Investment Objective
Variable Portfolio-Aggressive Portfolio
(Aggressive Portfolio or the Fund) seeks to provide a high level of total return that is consistent with an aggressive level of risk.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Class
4
|
Management
fees
|
0.04%
|
0.04%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
0.25%
|
Other
expenses
|
0.01%
|
0.01%
|
Acquired
fund fees and expenses
|
0.78%
|
0.78%
|
Total
annual Fund operating expenses
(a)
|
1.08%
|
1.08%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$110
|
$343
|
$595
|
$1,317
|
Class
4
(whether or not shares are redeemed)
|
$110
|
$343
|
$595
|
$1,317
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 8% of the average value of its portfolio.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
Principal Investment Strategies
The Fund is a “fund of funds”
that, under normal circumstances, seeks to achieve its objective by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income and cash/cash equivalents, as well as underlying funds that
pursue alternative investment strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Fund may invest significantly in any individual underlying fund(s).
The Fund may also seek to achieve its desired asset class and investment strategy exposures by investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives,
such as forward contracts (including forward foreign currency contracts), futures (including equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total
return swaps). The Funds may invest in companies of any market capitalization. The Funds may invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit
quality, those instruments rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Fund may purchase or sell securities on
a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal
circumstances, the Fund intends to have investment exposure to equity, fixed income and cash/cash equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges
(includes investments in underlying funds, ETFs, and other securities, instruments and assets, including derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Aggressive
Portfolio
|
70-85%*
|
10-25%*
|
0-5%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percent of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause a Fund to be temporarily outside the ranges identified in the table. Columbia Management
Investment Advisers, LLC (Columbia Management or the Investment Manager) may modify the target allocation ranges only with the approval of a Fund’s Board of Trustees (the Board).
|
In managing the Fund, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Fund including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Fund’s investment activities.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform
other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
are transactions in which the Fund sells securities to a counterparty and
simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price,
or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the
investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms
of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to
realize its investment objective will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The
Fund is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other
entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because
the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may
have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives
from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g.,
underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying
fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate
alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
can result in increases in interest rates. Such actions may negatively affect
the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments to decrease.
Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may
trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
in the money market fund or impose a fee of
up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In
addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund
will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market
fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of extension risk, that the
investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
Performance Information
The following bar chart and table show you
how the Fund has performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart
compares the Fund’s returns for the periods shown with a blended benchmark that is intended to provide a measure of the Fund’s performance given its investment strategy, as well as three additional measures of performance for markets in
which the Fund may invest.
Except for
differences in annual returns resulting from differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of
securities.
The returns shown do not reflect any fees
and expenses imposed under your Contract and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
10.79%
|
Worst
|
3rd Quarter 2011
|
-14.50%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
Life
of Fund
|
Class
2
|
05/07/2010
|
5.91%
|
8.78%
|
8.14%
|
Class
4
|
05/07/2010
|
5.97%
|
8.78%
|
8.17%
|
Blended
Benchmark (consisting of 56% Russell 3000 Index, 24% MSCI EAFE Index (Net) and 20% Bloomberg Barclays U.S. Aggregate Bond Index)
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index
portion of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
7.96%
|
10.28%
|
9.76%
|
Russell
3000 Index
(reflects no deductions for fees, expenses or taxes)
|
|
12.74%
|
14.67%
|
13.49%
|
MSCI
EAFE Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
1.00%
|
6.53%
|
5.83%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.23%
|
3.31%
|
Variable Portfolio Fund of Funds
Summary of Variable Portfolio-Aggressive
Portfolio
(continued)
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract or life insurance policy with RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies) and
allocating your purchase payments to the Account that invests in the Fund.
Please refer to your Contract prospectus, as applicable, for
more information.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Variable Portfolio Fund of Funds
More Information About the Funds
Investment Objectives
The objective of each Fund is to provide a high level of total
return that is consistent with an acceptable level of risk. The following paragraphs highlight the objectives and compare each Fund’s levels of risk and potential for return relative to one another.
Variable Portfolio – Conservative Portfolio (Conservative
Portfolio)
is designed for investors seeking a high level of total return that is consistent with a conservative level of risk. The Fund may be most appropriate for investors with a shorter-term investment
horizon.
The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval.
Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Variable Portfolio – Moderately Conservative Portfolio
(Moderately Conservative Portfolio)
is designed for investors seeking a high level of total return that is consistent with a moderately conservative level of risk. The Fund may be most appropriate for investors with
a short-to-intermediate term investment horizon.
The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder
approval.
Because any investment involves risk, there is no
assurance the Fund’s objective will be achieved.
Variable Portfolio – Moderate Portfolio (Moderate
Portfolio)
is designed for investors seeking a high level of total return that is consistent with a moderate level of risk. The Fund may be most appropriate for investors with an intermediate term investment
horizon.
The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval.
Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Variable Portfolio – Moderately Aggressive Portfolio
(Moderately Aggressive Portfolio)
is designed for investors seeking a high level of total return that is consistent with a moderately aggressive level of risk. The Fund may be most appropriate for investors with an
intermediate-to-long term investment horizon.
The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder
approval.
Because any investment involves risk, there is no
assurance the Fund’s objective will be achieved.
Variable Portfolio – Aggressive Portfolio (Aggressive
Portfolio)
is designed for investors seeking a high level of total return that is consistent with an aggressive level of risk. The Fund may be most appropriate for investors with a longer-term investment
horizon.
The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of Trustees without shareholder approval.
Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Conservative Portfolio, Moderately Conservative Portfolio,
Moderate Portfolio, Moderately Aggressive Portfolio and Aggressive Portfolio are singularly and collectively, where the context requires, referred to as either “the Fund,” “each Fund” or “the Funds.”
The funds in which the Funds invest are referred to as the
“underlying funds” or “acquired funds.” Investments by the Funds referred to above are made through investments in underlying funds or derivative instruments.
Please remember that you may not buy (nor will you own) shares
of a Fund directly. You invest by buying a variable annuity contract or life insurance policy (Contracts) and allocating your purchase payments or premiums to the variable subaccount or variable account that invests in the Fund.
Principal Investment Strategies
The Funds are intended for investors who have an objective of
achieving a high level of total return consistent with a certain level of risk, but prefer to have investment decisions managed by professional money managers. Each Fund is a “fund of funds” that, under normal circumstances, seeks to
achieve its objective by investing primarily in a combination of underlying funds for which Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager) or an affiliate acts as investment manager or principal
underwriter. Columbia Management is the investment manager for each of the Funds. By investing in a combination of underlying funds, the Funds seek to minimize the risks associated with investing in a single fund. However, each Fund may invest
significantly in any individual underlying fund(s).
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
The Funds seek, under normal circumstances,
to achieve their objectives by investing primarily in a combination of underlying funds representing three primary asset classes: equity, fixed income, and cash/cash equivalents, as well as underlying funds that pursue alternative investment
strategies (alternative strategies) that seek investment returns uncorrelated to the broad equity and fixed income markets, or other strategies. The Funds may also seek to achieve their desired asset class and investment strategy exposures by
investing in additional underlying funds such as exchange-traded funds (ETFs), as well as other securities, instruments and assets, including derivatives, such as forward contracts (including forward foreign currency contracts), futures (including
equity and debt futures, index futures and interest rate futures), and swaps (including credit default swaps, interest rate swaps and portfolio and total return swaps). The Funds may invest in companies of any market capitalization. The Funds may
invest in companies deemed to be “growth” companies and “value” companies. The Funds may invest in debt instruments of any credit quality, those instruments rated below investment grade or are unrated but determined to be of
comparable quality (commonly referred to as “high-yield” investments or “junk bonds”). The Funds may purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include
mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction. Under normal circumstances, the Funds intend to have investment exposure to equity, fixed income, and cash/cash
equivalent asset classes and alternative strategies (each an asset class exposure category) within the following target asset allocation ranges (includes investments in underlying funds, ETFs, and other securities, instruments and assets, including
derivatives):
Asset
Class Exposures
|
(Target
Allocation Range – Under Normal Circumstances)*
|
|
Equity
|
Fixed
Income
|
Cash/Cash
Equivalents
|
Alternative
Strategies
|
Conservative
Portfolio
|
10-25%*
|
60-80%*
|
0-10%*
|
0-10%*
|
Moderately
Conservative Portfolio
|
25-40%*
|
50-65%*
|
0-10%*
|
0-10%*
|
Moderate
Portfolio
|
40-55%*
|
40-55%*
|
0-5%*
|
0–10%*
|
Moderately
Aggressive Portfolio
|
55-70%*
|
25-40%*
|
0-5%*
|
0–10%*
|
Aggressive
Portfolio
|
70-85%*
|
10-25%*
|
0–5%*
|
0–10%*
|
|
|
|
|
|
*
|
As a percentage of Fund net
assets. Ranges include the net notional amounts of a Fund’s direct investments in derivative instruments. Market appreciation or depreciation may cause the Fund to be temporarily outside the range identified in the table. The Investment
Manager may modify the target allocation ranges only upon approval of the Fund’s Board of Trustees (the Board).
|
In managing the Funds, the Investment
Manager considers the independent analysis of an independent investment consultant, on a broad range of aspects related to the management of the Funds including, but not limited to, the performance of the underlying funds, the types of investment
categories represented by the underlying funds, and the consideration of additional underlying funds. The Investment Manager retains full discretion over the Funds’ investment activities.
The Investment Manager monitors underlying fund selections,
allocations and investment performance, and will take actions it deems appropriate to position the Funds to achieve their investment objectives, including investing in any underlying fund and ETFs, adding new underlying funds, altering target
allocations as necessary, and investing in other securities, instruments and assets, including derivatives. The Investment Manager implements the Funds’ asset allocation process by directing net cash inflows (outflows) to purchase (redeem)
shares of the underlying funds and ETFs, which are underweight (overweight) the then-current target allocation, purchasing or redeeming shares of the underlying funds and ETFs, to maintain or change the percentage of a Fund’s assets invested
in the underlying funds, or by purchasing or selling other securities, instruments and assets, including derivatives, to seek targeted asset class exposures.
The Funds may invest in derivatives to produce incremental
earnings, to hedge existing positions, to increase market exposure and investment flexibility, or to obtain or reduce particular exposures.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Underlying Funds
Each Fund has exposure to risks of many areas of the market
through its investments in the underlying funds and derivatives. Below are the underlying funds available to the Funds for investment within each asset class category. Certain underlying funds, due to their characteristics, may fit into more than
one category, and may be used by the Investment Manager for those purposes. A description of the underlying funds’ investment objectives and strategies is included in Appendix A. A description of the principal risks associated with these
underlying funds is included in Appendix B. The prospectuses and statements of additional information for the underlying funds include more detailed information about these underlying funds and are available free of charge by calling
800.345.6611.
Equity
Underlying Funds
|
Columbia
Variable Portfolio – Contrarian Core Fund, Columbia Variable Portfolio-Disciplined Core Fund
,
Columbia Variable Portfolio – Dividend Opportunity Fund, Columbia Variable Portfolio – Emerging
Markets Fund, Columbia Variable Portfolio – Large Cap Growth Fund, Columbia Variable Portfolio – Mid Cap Growth Fund, Columbia Variable Portfolio – Mid Cap Value Fund, Columbia Variable Portfolio – Select International Equity
Fund, Columbia Variable Portfolio – Select Large-Cap Value Fund, Columbia Variable Portfolio – Select Smaller-Cap Value Fund, Columbia Variable Portfolio – U.S. Equities Fund, Variable Portfolio-CenterSquare Real Estate Fund
,
Variable Portfolio – Columbia Wanger International Equities Fund, Variable Portfolio – DFA International Value Fund, Variable Portfolio – Jennison Mid Cap Growth Fund, Variable Portfolio -
Lazard International Equity Advantage Fund
,
Variable Portfolio – Loomis Sayles Growth Fund, Variable Portfolio – Los Angeles Capital Large Cap Growth Fund
(formerly
known as Variable Portfolio – Nuveen Winslow Large Cap Growth Fund)
, Variable Portfolio-MFS
®
Blended Research
®
Core Equity Fund
,
Variable Portfolio – MFS
®
Value Fund, Variable Portfolio-Morgan
Stanley Advantage Fund
,
Variable Portfolio-Oppenheimer International Growth Fund
,
Variable Portfolio – Partners Small Cap Growth Fund, Variable Portfolio –
Partners Small Cap Value Fund, Variable Portfolio – Pyramis
®
International Equity Fund, Variable Portfolio – T. Rowe Price Large Cap
Value Fund
(formerly known as Variable Portfolio – NFJ Dividend Value Fund)
and Variable Portfolio – Victory Sycamore Established Value Fund.
|
Fixed
Income Underlying Funds
|
Columbia
Variable Portfolio – Emerging Markets Bond Fund, Columbia Variable Portfolio – Global Bond Fund, Columbia Variable Portfolio – High Yield Bond Fund, Columbia Variable Portfolio – Income Opportunities Fund, Columbia Variable
Portfolio-Intermediate Bond Fund, Columbia Variable Portfolio – Limited Duration Credit Fund, Columbia Variable Portfolio-Long Government/Credit Bond Fund
,
Columbia Variable Portfolio – Strategic
Income Fund, Columbia Variable Portfolio – U.S. Government Mortgage Fund, Variable Portfolio – American Century Diversified Bond Fund, Variable Portfolio – BlackRock Global Inflation-Protected Securities Fund, Variable Portfolio
– Eaton Vance Floating-Rate Income Fund, Variable Portfolio – Partners Core Bond Fund
(formerly known as Variable Portfolio – J.P. Morgan Core Bond Fund)
,Variable Portfolio – TCW Core
Plus Bond Fund and Variable Portfolio – Wells Fargo Short Duration Government Fund.
|
Cash/Cash
Equivalent Underlying Funds
|
Columbia
Variable Portfolio-Government Money Market Fund and Columbia Short Term Cash Fund
.
|
Alternative
Strategy Underlying Funds
|
Columbia
Variable Portfolio – Commodity Strategy Fund, Columbia Variable Portfolio – Diversified Absolute Return Fund and Variable Portfolio – AQR Managed Futures Strategy Fund.
|
Pyramis is a registered service mark of FMR LLC. Used under
license.
Principal Risks
An investment in the Fund involves risks,
including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those described
below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share price may
go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Allocation Risk.
Because the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose
value or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of the
borrower or the issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present
increased credit risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments
held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that
losses may be
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
greater than the amount invested (leverage risk), the risk that the Fund may
be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short
periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make
derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
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|
A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar).
Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it
may buy and sell various currencies in the market.
|
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day
and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small
price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
the volatility of the Fund’s NAV.
Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk,
market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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|
A
bond (or debt instrument) future
is a derivative that is an agreement for the contract holder to buy or sell a bond or other debt instrument, a basket of bonds or other debt instrument, or the bonds or other debt
instruments in an index on a specified date at a predetermined price. The buyer (long position) of a bond future is obliged to buy the underlying reference at the agreed price on expiry of the future.
|
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
■
|
An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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|
A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any
contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments
thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap
index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also
affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
|
■
|
An
interest rate swap
is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate
to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates.
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Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
■
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Portfolio and total return
swaps
are derivative swap transactions in which one party agrees to pay the other party an amount equal to the total return of a defined underlying reference during a specified period of time. In return, the other
party would make periodic payments based on a fixed or variable interest rate or on the total return of a different underlying reference.
|
Exchange-Traded Fund (ETF) Risk.
An ETF’s share price may not track its specified market index (if any) and may trade below its NAV. Certain ETFs use a “passive” investment strategy and do not take defensive positions in volatile or
declining markets. Other ETFs in which the Fund may invest are actively managed ETFs (i.e., they do not track a particular benchmark), which indirectly subjects the Fund to active management risk. An active secondary market in ETF shares may not
develop or be maintained and may be halted or interrupted due to actions by its listing exchange, unusual market conditions or other reasons. There can be no assurance that an ETF’s shares will continue to be listed on an active exchange. In
addition, shareholders bear both their proportionate share of the Fund’s expenses and similar expenses incurred through ownership of the ETF. There is a risk that ETFs in which the Fund invests may terminate due to extraordinary events. For
example, any of the service providers to ETFs, such as the trustee or sponsor, may close or otherwise fail to perform their obligations to the ETF, and the ETF may not be able to find a substitute service provider. Also, certain ETFs may be
dependent upon licenses to use various indexes as a basis for determining their compositions and/or otherwise to use certain trade names. If these licenses are terminated, the ETFs may also terminate. In addition, an ETF may terminate if its net
assets fall below a certain amount.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
similar securities in the future at a predetermined price. Dollar rolls
involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s
portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls
are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the terms of the instrument.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The selected underlying funds’ performance may be
lower than the performance of the asset class they were selected to represent or may be lower than the performance of alternative underlying funds that could have been selected to represent the asset class. The Fund also is exposed to the same risks
as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s performance would be
significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in relatively few
underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The ability of the Fund to realize its investment objective will depend, in large part,
on the extent to which the underlying funds realize their investment objectives. There is no guarantee that the underlying funds will achieve their respective investment objectives. The performance of underlying funds could be adversely affected if
other entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests.
Because the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such underlying fund. These
transactions might also result in higher brokerage, tax or other costs for an underlying fund. This risk may be particularly important when one investor owns a substantial portion of an underlying fund. The Investment Manager may have potential
conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives from some
underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g., underlying
fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying fund(s),
including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate alternate
underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The
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More Information About the Funds
(continued)
ratings provided by third party rating agencies are based on analyses by
these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of lower-rated debt
instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s
investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An
issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor
management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold
(thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become
illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's
investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example,
the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to
the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
investments in a down market. Floating rate
loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which
gives rise to liquidity risk.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. To the extent these fees and expenses, along with the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets,
they will be reflected in the Annual Fund Operating Expenses set forth in the table under “Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in
direct proportion to such investment. The money market fund may not achieve its investment objective. The Fund, through its investment in the money market fund, may not achieve its investment objective. To the extent the Fund invests in instruments
such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market funds and the securities they invest in are
subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market
funds.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial
resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap
companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Fund takes significant positions in small- and mid-cap companies with limited
trading volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community,
which can lower the demand for their stocks.
Sovereign
Debt Risk.
A sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its
reserves, the availability of sufficient foreign exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political
constraints to which a sovereign debtor may be subject.
With respect to sovereign debt of emerging market issuers,
investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment of principal and interest
on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment of debt-holders.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
References to “the Fund” throughout the remainder
of the prospectus refer to each Fund singularly or collectively as the context requires.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the Statement of Additional Information (SAI). The Fund may choose not to invest in certain securities described in this prospectus and in the SAI,
although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds” (such as the Fund(s) offered in this prospectus), and provides asset-allocation services to (i) shareholders by
investing in shares of other Columbia Funds (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These
affiliated products, individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated
products and the Underlying Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds,
because the affiliated products may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its
fixed costs would be spread over a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales
of Underlying Fund shares. Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying
Funds may experience increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of
time in order to manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption
activity), for shares of the Underlying Funds than if
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
the transactions were executed in one transaction. In addition, substantial
redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate positions more rapidly than would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing
it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or more liquid) positions, leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities
(securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business, within seven days, at approximately the value at which the holder has valued the security) or less liquid securities. Substantial
redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The Investment Manager or its affiliate also has an economic conflict of interest in determining the allocation of affiliated
products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Affiliated Products
Shares of the Fund are currently available solely to holders
of variable annuity contracts (Contracts) issued by RiverSource Life Insurance Company and RiverSource Life Insurance Co. of New York (collectively, RiverSource Life), including where the Contract holder has elected a guaranteed benefit rider that
requires investment in the Fund (the Rider). RiverSource Life is an affiliate of Ameriprise Financial, which is the parent company of Columbia Management, the Fund’s investment manager. RiverSource Life has financial obligations to holders of
the Riders arising from guarantee obligations under such Riders, which vary based upon the investment performance of the Fund. RiverSource Life expects to benefit financially by offering this Fund, compared to offering other types of funds, in
Contracts with Riders. For example, RiverSource Life expects to reduce its costs to purchase hedge investments associated with Contract liabilities tied to this Fund. It also expects to benefit from the greater liquidity of hedge investments used to
meet its obligations under the Riders. In addition, it expects to reduce its capital requirements, which represent assets RiverSource Life sets aside to back the guarantees offered in its Contracts. As described above, RiverSource Life has a
financial interest in reducing its potential exposure with respect to Contract values invested under the Riders. This may present a potential conflict of interest with respect to the interests of the holders of the Riders (who are required to
allocate their Contract value to the Fund). In particular, RiverSource Life’s interest in reducing volatility within the Fund’s portfolio may present a potential conflict between it and Columbia Management as the latter seeks to achieve
the Fund’s investment objective of “total return while seeking to manage the Fund’s exposure to equity market volatility.” The Fund may also be owned by Contract holders who have not elected the Rider.
Columbia Management has a framework in place to ensure its
management of the Fund is effected in the best interests of the Fund, without undue influence from RiverSource Life. Although an investment in the Fund may have the effect of mitigating declines in your Contract value whether or not you have elected
a Rider, in the event of a significant decline in the equity markets, the strategy followed by the Fund, if successful, will also generally result in your Contract value increasing to a lesser degree than the equity markets, or decreasing when the
values of equity investments are stable or rising. Depending on future market conditions and considering only the potential return on your investment in the Fund, you might benefit (or benefit more) from selecting alternate investments options. In
addition, there is no guarantee that the Fund’s strategy will have its intended effect, or that it will work as effectively as is intended.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, presented in the
Annual Fund Operating Expenses table in the Fees and Expenses of the Fund section of this prospectus, generally are based on expenses incurred during the Fund’s most recently completed fiscal year, may vary by share class and are expressed as
a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The fee arrangements, as of the date of this prospectus, are reflected in the expense ratios and are not adjusted to reflect the Fund’s average net
assets as of the date of this prospectus or a later date, as the Fund’s asset level will fluctuate. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be
higher than the expense ratios presented in the Annual Fund Operating Expenses table. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected to provide a limit to the impact of any
increase in the Fund’s operating expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (a) distribution and/or
service fees; and (b) other expenses.
In addition to the
total annual Fund operating expenses that the Fund bears directly, the Fund’s shareholders indirectly bear the expenses of the underlying funds (or acquired funds) in which the Fund invests. The Fund’s “Acquired Fund Fees and
Expenses” shown are based on its allocations to the underlying funds. Because acquired funds will have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and
expenses incurred by the Fund with respect to such investments will vary.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Fee
Waiver/Expense Reimbursement Arrangements and Impact on Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that the
Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
Variable
Portfolio – Conservative Portfolio
|
Class
2
|
0.36%
|
Class
4
|
0.36%
|
Variable
Portfolio - Moderate Portfolio
|
Class
2
|
0.44%
|
Class
4
|
0.44%
|
Variable
Portfolio - Aggressive Portfolio
|
Class
2
|
0.42%
|
Class
4
|
0.42%
|
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Under the agreement, the following fees and expenses are excluded from the
Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated with investment in affiliated and
non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses associated with securities sold short,
inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved by the Fund’s Board. This
agreement may be modified or amended only with approval from all parties.
Also, for Variable Portfolio - Moderately Conservative
Portfolio and Variable Portfolio - Moderately Aggressive Portfolio the Investment Manager and certain of its affiliates have voluntarily agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below), so that
the Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
Variable
Portfolio - Moderately Conservative Portfolio
|
Class
2
|
0.43%
|
Class
4
|
0.43%
|
Variable
Portfolio – Moderately Aggressive Portfolio
|
Class
2
|
0.37%
|
Class
4
|
0.37%
|
Under the arrangement, the
following fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses
associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend
expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest and infrequent and/or unusual expenses. This arrangement may be revised or discontinued at any
time.
Effect of Fee Waivers and/or Expense
Reimbursements on Past Performance.
The Fund’s returns shown in the
Performance Information
section of this
prospectus reflect the effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements,
the Fund’s returns might have been lower.
Primary Service Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund, determining what securities and other investments the Fund should buy or sell and executing portfolio transactions. The Investment Manager may use the research and other capabilities
of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the general supervision of the Fund’s operations, the
coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships. At present, the Investment Manager has not engaged any investment subadviser for the Fund.
The Fund pays the Investment Manager a fee for its management
services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1, 2016, the Fund paid the Investment Manager an
advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees paid to the Investment Manager by the Fund,
including all advisory and administrative fees paid to the Investment Manager during the period, amounted to 0.03% for each of Variable Portfolio - Conservative Portfolio and Variable Portfolio - Moderate Portfolio, and 0.04% for each of Variable
Portfolio - Moderately Conservative Portfolio, Variable Portfolio - Moderately Aggressive Portfolio and Variable Portfolio - Aggressive Portfolio, respectively, of average daily net assets of the Fund, before any applicable reimbursements. A
discussion regarding the basis for the Board’s approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2015
|
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Mr. Knight
joined the
Investment Manager in February 2013 as Head of Global Asset Allocation. Prior to joining the Investment Manager, Mr. Knight was at Putnam Investments from 1993 to 2013, most recently as head of global asset allocation. Mr. Knight began his
investment career in 1987 and earned a B.A. from Colgate University and an M.B.A. from Tuck School of Business.
Dr. Bahuguna
joined one of the
Columbia Management legacy firms or acquired business lines in 2002. Dr. Bahuguna began her investment career in 1998 and earned a B.S. from St. Stephen’s College, Delhi University and a Ph.D. in economics from Northeastern
University.
Mr. Weiss
joined the Investment Manager in August 2015 as Vice President, Head of Sub-Advisory Management. Prior to joining the Investment Manager, Mr. Weiss was at Lincoln Financial Group where he was a Portfolio Manager and CIO
of Lincoln Investment Advisors Corp. Mr. Weiss began his investment career in 1999 and earned a B.S. in management from Plymouth State College and an M.B.A. from Boston University Graduate School of Management.
Mr. Virginia
joined the
Investment Manager in 2010. Mr. Virginia began his investment career in 1996 and earned a B.S. from Kansas State University.
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
Under the Distribution Agreement and related distribution and
shareholder servicing plans, the Distributor receives distribution and shareholder servicing fees on Class 2 and Class 4 shares. The Distributor uses these fees to support its distribution and servicing activity for Class 2 and Class 4 shares. Fees
paid by the Fund for these services are set forth under
Distribution and/or Service (12b-1) Fees
in the expense table under
Fees and Expenses of the Fund
for each Fund
in the
Summary of the Fund
section of this prospectus. More information on how these fees are used is set forth under “Buying, Selling and Transferring Shares – Description of Share Classes”
and in the SAI.
The Transfer Agent
Columbia Management Investment Services
Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and transfers of
Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various sub-transfer
agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to
Contract owners and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other financial intermediaries.
Other Roles and Relationships of Ameriprise Financial and its
Affiliates — Certain Conflicts of Interest
The
Investment Manager, Distributor and Transfer Agent, all affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide
other services to these funds and be compensated for them.
The Investment Manager and its affiliates may provide
investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may present
actual and potential conflicts of interest and introduce certain investment constraints.
Variable Portfolio Fund of Funds
More Information About the Funds
(continued)
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
References to the “Fund”
throughout this section refer to each Fund, singularly or collectively, and Underlying Funds, as the context requires.
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 2 and Class 4 shares.
|
Class
2 Shares
|
Class
4 Shares
|
Eligible
Investors
|
Class
2 shares are offered to Accounts funding variable annuity contracts and variable life insurance policies issued by affiliated life insurance companies.
|
Class
4 shares are offered to participants in the Portfolio Navigator Program, and to owners of other series of annuity contracts or life insurance policies issued by RiverSource Life Insurance Company or RiverSource Life Insurance Co. of New York, as
described in the prospectus for that annuity contract or life insurance policy.
|
Investment
Limits
|
none
|
none
|
Conversion
Features
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
0.25%
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract or the financial intermediary that employs your financial advisor. Financial intermediaries also include broker-dealers and financial advisors as well as
firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services industry, including Ameriprise Financial and its
affiliates.
Distribution and/or Service
Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 and Class 4 shares. The
distribution fee for Class 2 shares is 0.25% and the distribution fee for Class 4 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for
selling shares of the Fund and/or providing services to investors. Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the Fund's shares based on the
total value of all of the securities and other assets that it holds as of a specified time. Any affiliated underlying funds calculate their NAV in the same manner as the Fund calculates its NAV.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Shareholder Information
Shares of the Fund are generally available for purchase only
by participating insurance companies in connection with Contracts.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners. When you sell your shares through your Contract, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or payment postponed whenever permitted by applicable laws
and regulations.
Depending on the context, references to
“you” or “your” herein refer either to the holder of a Contract who may select Fund shares to fund his or her investment in the Contract or to the participating insurance company as the holder of Fund shares through one or
more separate accounts.
Potential Conflicts of Interest
– Mixed and Shared Funding
The Fund is available
for purchase through Contracts offered by the separate accounts of participating insurance companies and may also be available to other eligible investors authorized by the Distributor. Due to differences in tax treatment and other considerations,
the interests of various Contract owners may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to monitor events to
identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required to withdraw its
investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Additional Discussion of Potential Conflicts of Interest
Relating to Funds Used Exclusively by Affiliated Insurance Companies
The Fund is sold exclusively as underlying
investment options of the Contracts offered by RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies). The Investment Manager and its affiliates
make or support payments out of their own resources to the Companies as a result of the Companies including the Fund as an investment option in the Contracts. These allocations may be significant. In addition, employees of Ameriprise Financial and
its affiliates, including employees of the Companies, may be separately incented to include the Fund in the Contracts, as employee compensation and business unit operating goals at all levels are tied to the company’s success. These Contracts
may also include unaffiliated mutual funds as investment options, and the Companies receive payments from the sponsors of these unaffiliated mutual funds as a result of including these funds in the products. The amount of payment from sponsors of
unaffiliated funds or allocation from the Investment Manager and its affiliates varies, and may be significant. The amount of the payment or allocation the Companies receive from a Fund may create an incentive for the Companies and may influence
their decision regarding which funds to include in a Contract. Employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers, may be separately incented to recommend or sell shares of the Fund, as employee
compensation and business unit operating goals at all levels are tied to the company’s success. Certain employees, directly or indirectly, may receive higher compensation and other benefits as investments in the Fund increase. In addition,
management, sales leaders and other employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including Columbia Management, and the Distributor, and the products they offer, including the
Fund. These arrangements are sometimes referred to as “revenue sharing payments,” and are in addition to any Rule 12b-1 distribution and/or service fees or other amounts paid by the Fund for account maintenance, sub-accounting or
recordkeeping services provided directly by the Companies. See
About Fund Shares and Transactions –
Financial Intermediary Compensation
for more information
generally about financial intermediary compensation and the Contract prospectus for more information regarding these payments and allocations relating to your Contract.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating insurance company , before the
end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An order is in “good form” if the Transfer Agent or
your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the time you submit your order and the time the Fund next
calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract. Any charges that apply to your Contract, and any charges that apply to separate accounts of participating insurance companies that may own shares directly, are described in your
Contract prospectus.
You may transfer all or part of
your investment in the Fund to one or more of the other investment options available under your Contract. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or
withdrawal request is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus for more information
about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available for purchase. Pursuant to Rule 22c-2, financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the
Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Some financial intermediaries apply their own restrictions or
policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these and other reasons,
it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Variable Portfolio Fund of Funds
About Fund Shares and Transactions
(continued)
Similarly, to the extent that the Fund
invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies, floating
rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders. The risks of excessive trading described above also apply to any
Underlying Funds in which the Fund invests.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Variable Portfolio Fund of Funds
References to the “Fund”
throughout this section refer to each Fund, singularly or collectively, and Underlying Funds, as the context requires.
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual
fund can also have capital gains if the value of its investments increases.
|
Mutual funds treated as regulated investment companies for tax
purposes are required to make payments of fund earnings to shareholders, distributing them among all shareholders of the fund.
In the case of the Fund, because the Fund expects to be
treated as a partnership for tax purposes, it is not required to and does not expect to make regular distributions to its shareholders (other than in redemption of Fund shares), but may do so in the sole discretion of the Fund’s Board of
Trustees (or its delegates).
Taxes and Your
Investment
The Fund expects to be treated as a
partnership that is not a “publicly traded partnership” for U.S. federal income tax purposes. If the Fund were not to qualify for such treatment, the Fund could be subject to U.S. federal income tax at the Fund level, which would reduce
the value of an investment in the Fund.
As a
partnership that is not a “publicly traded partnership,” the Fund is generally not itself subject to U.S. federal income tax. Instead, each shareholder will be required to take into account for U.S. federal income tax purposes its
allocable share of the Fund’s income, gains, losses, deductions, credits, and other tax items, without regard to whether such shareholder has received or will receive corresponding distributions from the Fund.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies to satisfy the
diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through which your
investment in the Fund is made regarding the U.S. federal income taxation of your investment.
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes allocations or distributions to the separate account and/or you change your
investment options under the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately
diversified.” The Fund intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements
because its investments are not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to
have an impermissible level of control over the investments underlying their Contracts, or if the Fund does not qualify for treatment as a partnership that is not a “publicly traded partnership.”
Variable Portfolio Fund of Funds
Distributions and Taxes
(continued)
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Variable Portfolio Fund of Funds
Variable Portfolio-Conservative
Portfolio
The financial highlights tables are
intended to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net
investment income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all
dividends and distributions had been reinvested. Total returns do not reflect any expenses imposed under your Contract, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover
are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the
Fund’s portfolio turnover rate may be higher.
This information has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$12.51
|
$12.53
|
$12.02
|
$11.65
|
$10.86
|
Income
from investment operations:
|
Net
investment income
|
0.17
|
0.17
|
0.12
|
0.16
|
0.22
|
Net
realized and unrealized gain (loss)
|
0.26
|
(0.19)
|
0.39
|
0.21
|
0.57
|
Total
from investment operations
|
0.43
|
(0.02)
|
0.51
|
0.37
|
0.79
|
Net
asset value, end of period
|
$12.94
|
$12.51
|
$12.53
|
$12.02
|
$11.65
|
Total
return
|
3.44%
|
(0.16%)
|
4.24%
|
3.18%
|
7.27%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Net
investment income
|
1.34%
|
1.35%
|
0.93%
|
1.32%
|
1.92%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$593,909
|
$557,777
|
$623,543
|
$787,736
|
$1,113,897
|
Portfolio
turnover
|
14%
|
27%
|
20%
|
34%
|
10%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
4
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$12.51
|
$12.53
|
$12.01
|
$11.65
|
$10.86
|
Income
from investment operations:
|
Net
investment income
|
0.17
|
0.17
|
0.12
|
0.16
|
0.22
|
Net
realized and unrealized gain (loss)
|
0.26
|
(0.19)
|
0.40
|
0.20
|
0.57
|
Total
from investment operations
|
0.43
|
(0.02)
|
0.52
|
0.36
|
0.79
|
Net
asset value, end of period
|
$12.94
|
$12.51
|
$12.53
|
$12.01
|
$11.65
|
Total
return
|
3.44%
|
(0.16%)
|
4.33%
|
3.09%
|
7.27%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Net
investment income
|
1.35%
|
1.35%
|
0.94%
|
1.33%
|
1.89%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$873,507
|
$890,458
|
$1,057,953
|
$1,470,726
|
$2,407,365
|
Portfolio
turnover
|
14%
|
27%
|
20%
|
34%
|
10%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
Variable Portfolio-Moderately Conservative Portfolio
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any expenses imposed under your Contract, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not annualized for periods of
less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s portfolio turnover rate
may be higher.
This information has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$13.36
|
$13.39
|
$12.78
|
$11.93
|
$10.97
|
Income
from investment operations:
|
Net
investment income
|
0.16
|
0.17
|
0.11
|
0.15
|
0.19
|
Net
realized and unrealized gain (loss)
|
0.37
|
(0.20)
|
0.50
|
0.70
|
0.77
|
Total
from investment operations
|
0.53
|
(0.03)
|
0.61
|
0.85
|
0.96
|
Net
asset value, end of period
|
$13.89
|
$13.36
|
$13.39
|
$12.78
|
$11.93
|
Total
return
|
3.97%
|
(0.22%)
|
4.77%
|
7.12%
|
8.75%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.27%
|
0.27%
|
Net
investment income
|
1.18%
|
1.25%
|
0.87%
|
1.24%
|
1.65%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,567,642
|
$1,566,214
|
$1,730,584
|
$1,968,131
|
$2,256,492
|
Portfolio
turnover
|
8%
|
22%
|
10%
|
23%
|
8%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
4
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$13.38
|
$13.42
|
$12.81
|
$11.96
|
$10.99
|
Income
from investment operations:
|
Net
investment income
|
0.16
|
0.17
|
0.11
|
0.15
|
0.19
|
Net
realized and unrealized gain (loss)
|
0.38
|
(0.21)
|
0.50
|
0.70
|
0.78
|
Total
from investment operations
|
0.54
|
(0.04)
|
0.61
|
0.85
|
0.97
|
Net
asset value, end of period
|
$13.92
|
$13.38
|
$13.42
|
$12.81
|
$11.96
|
Total
return
|
4.04%
|
(0.30%)
|
4.76%
|
7.11%
|
8.83%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.27%
|
0.26%
|
Net
investment income
|
1.18%
|
1.25%
|
0.86%
|
1.24%
|
1.64%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$2,217,158
|
$2,428,436
|
$2,906,985
|
$3,570,296
|
$4,401,488
|
Portfolio
turnover
|
8%
|
22%
|
10%
|
23%
|
8%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
Variable Portfolio-Moderate Portfolio
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any expenses imposed under your Contract, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not annualized for periods of
less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s portfolio turnover rate
may be higher.
This information has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$14.24
|
$14.32
|
$13.63
|
$12.24
|
$11.04
|
Income
from investment operations:
|
Net
investment income
|
0.14
|
0.16
|
0.11
|
0.16
|
0.18
|
Net
realized and unrealized gain (loss)
|
0.52
|
(0.24)
|
0.58
|
1.23
|
1.02
|
Total
from investment operations
|
0.66
|
(0.08)
|
0.69
|
1.39
|
1.20
|
Net
asset value, end of period
|
$14.90
|
$14.24
|
$14.32
|
$13.63
|
$12.24
|
Total
return
|
4.64%
|
(0.56%)
|
5.06%
|
11.36%
|
10.87%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.29%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.29%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Net
investment income
|
0.97%
|
1.13%
|
0.76%
|
1.24%
|
1.50%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$7,712,231
|
$7,690,136
|
$8,060,457
|
$8,081,681
|
$7,058,383
|
Portfolio
turnover
|
6%
|
23%
|
8%
|
23%
|
12%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
4
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$14.26
|
$14.34
|
$13.65
|
$12.25
|
$11.05
|
Income
from investment operations:
|
Net
investment income
|
0.14
|
0.16
|
0.11
|
0.16
|
0.17
|
Net
realized and unrealized gain (loss)
|
0.52
|
(0.24)
|
0.58
|
1.24
|
1.03
|
Total
from investment operations
|
0.66
|
(0.08)
|
0.69
|
1.40
|
1.20
|
Net
asset value, end of period
|
$14.92
|
$14.26
|
$14.34
|
$13.65
|
$12.25
|
Total
return
|
4.63%
|
(0.56%)
|
5.05%
|
11.43%
|
10.86%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.29%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.29%
|
0.28%
|
0.27%
|
0.27%
|
0.25%
|
Net
investment income
|
0.97%
|
1.13%
|
0.76%
|
1.24%
|
1.48%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$11,452,377
|
$12,531,242
|
$14,089,178
|
$15,354,056
|
$14,632,327
|
Portfolio
turnover
|
6%
|
23%
|
8%
|
23%
|
12%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
Variable Portfolio-Moderately Aggressive Portfolio
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any expenses imposed under your Contract, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not annualized for periods of
less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s portfolio turnover rate
may be higher.
This information has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.00
|
$15.11
|
$14.37
|
$12.38
|
$11.03
|
Income
from investment operations:
|
Net
investment income
|
0.12
|
0.14
|
0.09
|
0.14
|
0.13
|
Net
realized and unrealized gain (loss)
|
0.67
|
(0.25)
|
0.65
|
1.85
|
1.22
|
Total
from investment operations
|
0.79
|
(0.11)
|
0.74
|
1.99
|
1.35
|
Net
asset value, end of period
|
$15.79
|
$15.00
|
$15.11
|
$14.37
|
$12.38
|
Total
return
|
5.27%
|
(0.73%)
|
5.15%
|
16.07%
|
12.24%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Net
investment income
|
0.78%
|
0.89%
|
0.62%
|
1.03%
|
1.06%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$4,463,979
|
$4,668,252
|
$4,911,469
|
$5,027,271
|
$3,989,411
|
Portfolio
turnover
|
9%
|
24%
|
7%
|
19%
|
13%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
4
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.02
|
$15.14
|
$14.39
|
$12.40
|
$11.05
|
Income
from investment operations:
|
Net
investment income
|
0.12
|
0.14
|
0.09
|
0.14
|
0.13
|
Net
realized and unrealized gain (loss)
|
0.67
|
(0.26)
|
0.66
|
1.85
|
1.22
|
Total
from investment operations
|
0.79
|
(0.12)
|
0.75
|
1.99
|
1.35
|
Net
asset value, end of period
|
$15.81
|
$15.02
|
$15.14
|
$14.39
|
$12.40
|
Total
return
|
5.26%
|
(0.79%)
|
5.21%
|
16.05%
|
12.22%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.27%
|
0.27%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.27%
|
0.27%
|
0.25%
|
Net
investment income
|
0.78%
|
0.88%
|
0.61%
|
1.05%
|
1.05%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$4,841,529
|
$5,526,022
|
$6,352,004
|
$8,457,620
|
$8,377,366
|
Portfolio
turnover
|
9%
|
24%
|
7%
|
19%
|
13%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
Variable Portfolio-Aggressive Portfolio
The financial highlights tables are intended to help you
understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment income (loss)
amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and distributions had
been reinvested. Total returns do not reflect any expenses imposed under your Contract, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not annualized for periods of
less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s portfolio turnover rate
may be higher.
This information has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.73
|
$15.85
|
$15.02
|
$12.44
|
$10.94
|
Income
from investment operations:
|
Net
investment income
|
0.09
|
0.10
|
0.07
|
0.10
|
0.08
|
Net
realized and unrealized gain (loss)
|
0.84
|
(0.22)
|
0.76
|
2.48
|
1.42
|
Total
from investment operations
|
0.93
|
(0.12)
|
0.83
|
2.58
|
1.50
|
Net
asset value, end of period
|
$16.66
|
$15.73
|
$15.85
|
$15.02
|
$12.44
|
Total
return
|
5.91%
|
(0.76%)
|
5.53%
|
20.74%
|
13.71%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Net
investment income
|
0.54%
|
0.62%
|
0.43%
|
0.72%
|
0.65%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,371,164
|
$1,418,902
|
$1,439,472
|
$1,404,526
|
$997,395
|
Portfolio
turnover
|
8%
|
26%
|
10%
|
27%
|
12%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
4
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
Net
asset value, beginning of period
|
$15.75
|
$15.87
|
$15.04
|
$12.46
|
$10.96
|
Income
from investment operations:
|
Net
investment income
|
0.09
|
0.10
|
0.07
|
0.10
|
0.08
|
Net
realized and unrealized gain (loss)
|
0.85
|
(0.22)
|
0.76
|
2.48
|
1.42
|
Total
from investment operations
|
0.94
|
(0.12)
|
0.83
|
2.58
|
1.50
|
Net
asset value, end of period
|
$16.69
|
$15.75
|
$15.87
|
$15.04
|
$12.46
|
Total
return
|
5.97%
|
(0.76%)
|
5.52%
|
20.71%
|
13.69%
|
Ratios
to average net assets
(a)
|
Total
gross expenses
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.27%
|
Total
net expenses
(b)
|
0.30%
|
0.28%
|
0.28%
|
0.28%
|
0.24%
|
Net
investment income
|
0.54%
|
0.61%
|
0.43%
|
0.72%
|
0.66%
|
Supplemental
data
|
Net
assets, end of period (in thousands)
|
$1,414,635
|
$1,608,428
|
$1,823,465
|
$2,377,267
|
$2,169,995
|
Portfolio
turnover
|
8%
|
26%
|
10%
|
27%
|
12%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the Fund invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Variable Portfolio Fund of Funds
Underlying Funds — Investment
Objectives and Strategies
The following is a
brief description of the investment objectives and principal investment strategies of certain of the Underlying Funds (which are referred to as Funds in the descriptions below) in which the Funds may invest as part of their principal investment
strategies. The Investment Manager may add new Underlying Funds for investment or change Underlying Funds without the approval of shareholders. The Investment Manager does not necessarily invest Fund assets in each of the Underlying Funds listed
below. Additional information regarding the Underlying Funds is available in their prospectuses and SAIs. This prospectus is not an offer for any of the Underlying Funds. For copies of prospectuses of the Underlying Funds, which contains this and
other information, call 800.345.6611. Read the prospectuses carefully before you invest.
Columbia Variable Portfolio – Commodity Strategy
Fund
Columbia Variable Portfolio – Commodity
Strategy Fund (the Fund) seeks to provide shareholders with total return.
Under normal circumstances, the Fund seeks to maintain
substantial economic exposure to the performance of the commodities markets. The Fund invests, directly or indirectly, in a portfolio of commodity-linked investments, such as commodity-linked futures, structured notes and/or swaps, that are designed
to provide exposure to the investment return of assets that trade in the commodities markets, without investing directly in physical commodities. A substantial portion of the Fund’s net assets will also be invested in a portfolio of fixed
income securities rated investment-grade or, if unrated, deemed of comparable quality, which will consist primarily of: (i) U.S. Government securities, corporate debt securities, mortgage-backed securities and/or asset-backed securities; and/or (ii)
shares of an affiliated money market fund. In addition to investing in these holdings for their income-producing potential, these holdings will be designated by the Fund, as necessary, to serve as collateral with respect to the Fund’s
commodity-linked investments.
The Fund primarily expects
to gain exposure to the commodities markets by investing up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands (the Subsidiary). The Subsidiary’s commodity-linked
investments are expected to produce leveraged exposure to the performance of the commodities markets. It is expected that the gross notional value of the Fund’s (including the Subsidiary’s) commodity-linked investments will be equivalent
to at least 90% of the Fund’s net assets. Like the Fund, the Subsidiary will not invest directly in physical commodities. The Subsidiary also invests in investment-grade fixed income securities and shares of an affiliated money market fund for
investment purposes or to serve as collateral for its commodity-linked investments. The Fund’s investment in the Subsidiary permits it to gain exposure to the commodities markets in a potentially tax-efficient manner. The Subsidiary has the
same investment objective as the Fund and, like the Fund, is managed by Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager) and subadvised by Threadneedle International Limited (Threadneedle).
The Fund may invest in derivatives,
including futures contracts (including commodity-linked futures), options contracts (including options on futures contracts), structured investments (including commodity-linked structured notes) and swaps (including commodity-linked swaps) to
increase, modify or reduce market exposures, increase investment flexibility and/or to hedge existing positions. Actual exposures will vary over time based on factors such as market movements and assessments of market conditions by the Fund’s
portfolio managers. The Fund may engage in derivative transactions on both U.S. and foreign exchanges or in the _over-the-counter_ (OTC) market. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the
energy and materials sectors.
In constructing
the Fund’s fixed-income portfolio, Threadneedle seeks to identify a portfolio of investment-grade fixed income securities, generally with a dollar-weighted average portfolio duration of 1 year or less.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities. Additionally, the Fund’s strategy of investing in derivative instruments and instruments with a maturity of one year or less at the time of acquisition, will also contribute to frequent portfolio trading and
high portfolio turnover (typically greater than 300% per year).
Columbia Variable Portfolio – Contrarian Core Fund
Variable Portfolio Fund of Funds
Columbia Variable Portfolio – Contrarian Core Fund (the
Fund) seeks total return, consisting of long-term capital appreciation and current income.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in common stocks. In addition, under normal circumstances, the Fund invests at least 80% of its net assets in equity securities of U.S. companies that have large market
capitalizations (generally over $2 billion) that the Fund’s investment manager believes are undervalued and have the potential for long-term growth and current income.
The Fund may also invest up to 20% of its net assets in
foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the financial services sector and the information technology and technology-related sectors.
Columbia Variable Portfolio – Diversified Absolute Return
Fund
Columbia Variable Portfolio – Diversified
Absolute Return Fund (the Fund) seeks to provide shareholders with absolute (positive) returns.
The Fund pursues absolute (positive) returns through a
diversified portfolio reflecting multiple asset classes and various investment and hedging strategies employed across equity, fixed income and other markets, such as commodities markets, while seeking to capitalize on market inefficiencies.
Although the specific strategies the Fund pursues and the
manner in which the Fund pursues such strategies may change from time to time, the Fund is currently expected to combine tactical beta, alternative beta and alpha strategies in seeking the Fund’s investment objective. (In general, beta is a
measure of price volatility resulting from general market movements and alpha is a measure of return resulting from active management.) The Fund’s investment manager, Columbia Management Investment Advisers, LLC (Columbia Management or the
Investment Manager) may use fundamental and quantitative methods to identify and capitalize on short-term mispricings within and across traditional asset classes and markets, such as stocks and bonds. This strategy may be referred to as a tactical
beta strategy in that it seeks opportunities to earn returns from price movements of broad markets. For instance, if the Investment Manager believes the U.S. equity market is undervalued, the Investment Manager may seek to capitalize on this
mispricing by investing in futures on a U.S. equities index. The Investment Manager may also use fundamental and quantitative methods to identify and capitalize on systemic and structural market inefficiencies. This strategy may be referred to as an
alternative beta strategy in that it seeks to generate returns with relatively low correlation to overall market movements by employing a systematic, rules-based approach. For instance, the Fund may take a long position in a broad basket of equities
that the Investment Manager believes are attractively valued and take a short position in a broad basket of equities that the Investment Manager believes are unattractively valued, in order to generate returns from the relative price difference
generally expected in the equity markets over time between undervalued and overvalued equities (i.e., the “value premium”). The Investment Manager will also allocate assets to long, short and other strategies intended to generate returns
that are not dependent on overall market direction. These strategies may be referred to as alpha strategies in that they are intended to have relatively low correlation to market movements and are derived from active management.
The Fund’s investments and strategies are expected to
employ both long and short positions in foreign and domestic equities (including common stock, preferred stock and convertible securities), fixed-income, floating rate and other debt securities (including U.S. government obligations, sovereign and
quasi-sovereign debt obligations, asset-backed securities, exchange traded notes, and mortgage-backed securities), other commodity-related investments, and other investment companies (including mutual funds, closed-end funds and exchange-traded
funds (ETFs)). The Fund may gain investment exposure to these securities and instruments directly or indirectly through investment in one or more Subsidiaries (as defined below) or affiliated and third party investment companies.
The Fund may invest without limit in foreign investments
(including currencies), which may include investments in emerging markets, and in investments that are rated below investment-grade or, if unrated, deemed to be of comparable quality (commonly referred to as “high yield” investments or
“junk” bonds).
Variable Portfolio Fund of Funds
The Fund may invest in derivatives such as
forward contracts (including forward foreign currency contracts), futures (including commodity-linked futures, currency futures, equity futures, index futures (including equity, fixed income and volatility index futures), interest rate futures and
other bond futures), options and swap contracts (including commodity-linked swaps, credit default swaps, credit default swap indexes, interest rate swaps and portfolio and total return swaps), in an effort to produce incremental earnings, to hedge
existing positions, to increase market exposure and investment flexibility, and/or to increase credit exposure. The Fund’s use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s
portfolio.
The Fund may purchase or sell
securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
In addition, under normal circumstances, the Fund uses forward
foreign currency contracts in seeking to enhance returns based on fluctuations in the values of various foreign currencies relative to the U.S. dollar (the Currency Overlay Strategy). The Fund gains economic exposure to foreign currencies through
its investment in forward foreign currency contracts comparable to the exposure that it would have had if it had bought or sold the foreign currencies directly.
The Fund may invest directly in derivatives, or indirectly in
derivatives by investing up to 25% of its total assets in one or more offshore, wholly-owned subsidiaries (each, a Subsidiary, and, collectively, the Subsidiaries). Generally, Subsidiaries will invest in commodity futures, financial futures, option
and swap contracts, fixed income securities, pooled investment vehicles, including those that are not registered pursuant to the Investment Company Act of 1940, as amended (the 1940 Act), and other investments intended to serve as margin or
collateral for the Subsidiaries’ derivative positions.
The Fund expects to hold a significant amount of cash, money
market instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles) or other high-quality, short-term investments to cover obligations with respect to, or that may result from, the
Fund’s investments in forward foreign currency contracts, currency futures contracts, commodity-linked investments or other derivatives.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable
Portfolio – Disciplined Core Fund
Columbia Variable Portfolio – Disciplined Core Fund (the
Fund) seeks to provide shareholders with capital appreciation.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers employ a process that applies fundamental investment concepts in a systematic framework seeking to identify and exploit mispriced stocks. The Fund benefits from collaboration between quantitative and fundamental research to create sector
and industry-specific multi-factor stock selection models, which are utilized by the portfolio managers when constructing a diversified portfolio.
Columbia Variable Portfolio – Dividend Opportunity
Fund
Columbia Variable Portfolio – Dividend
Opportunity Fund (the Fund) seeks to provide shareholders with a high level of current income and, as a secondary objective, steady growth of capital.
Variable Portfolio Fund of Funds
The Fund’s assets primarily are
invested in equity securities. Under normal market conditions, the Fund will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) in dividend-paying common and preferred stocks. The selection of
dividend-paying stocks is the primary decision in building the investment portfolio. The Fund invests principally in securities of companies believed to be attractively valued and to have the potential for long-term growth. The Fund may invest in
companies that have market capitalizations of any size. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the energy sector.
The Fund may invest up to 25% of its net assets in foreign
investments. Foreign investments include depositary receipts.
The Fund may invest in derivatives, including structured
investments (including equity-linked notes), for investment purposes, for risk management (hedging) purposes and to increase investment flexibility.
Columbia Variable Portfolio – Emerging Markets Bond
Fund
Columbia Variable Portfolio – Emerging
Markets Bond Fund (the Fund) seeks to provide shareholders with high total return through current income and, secondarily, through capital appreciation.
The Fund invests primarily in fixed income securities of
emerging markets issuers. For these purposes, emerging market countries are generally those either defined by World Bank-defined per capita income brackets or determined to be an emerging market based on the Fund investment team’s qualitative
judgments about a country’s level of economic and institutional development, among other factors. Under normal circumstances, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) will be
invested in fixed income securities of issuers that are located in emerging markets countries, or that earn 50% or more of their total revenues from goods or services produced in emerging markets countries or from sales made in emerging markets
countries.
Fixed income securities may be denominated in
either U.S. dollars or the local currency of the issuer. While the Fund may invest 25% or more of its total assets in the securities of foreign governmental and corporate entities located in the same country, it will not invest 25% or more of its
total assets in any single issuer. From time to time, the Fund may focus its investments in certain countries or geographic areas. The Fund can invest in emerging market sovereign debt instruments of any credit quality, including those rated
investment grade and below investment grade or considered to be of comparable quality (commonly referred to as “high yield” investments or “junk bonds”). Although the emerging markets sovereign debt universe largely consists
of investment grade instruments, a significant portion of that universe is rated in these lower rating categories. The Fund may invest up to 100% of its assets in debt securities that are rated below investment grade or, if unrated, determined to be
of comparable quality.
The Fund may invest in debt
instruments of any maturity and does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in derivatives, such as
forward contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Columbia Variable Portfolio – Emerging Markets Fund
Columbia Variable Portfolio – Emerging Markets Fund (the
Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including, but not limited to, common stocks, preferred stocks and securities convertible into common or preferred stocks) of companies located in
emerging market countries. The
Variable Portfolio Fund of Funds
Fund may also gain exposure to such companies through investment in
depositary receipts. Emerging market countries include those countries whose economies are considered to be developing or emerging from underdevelopment.
The Fund may invest in a variety of countries, industries and
sectors and does not attempt to invest a specific percentage of its assets in any given country, industry or sector. However, the Fund has invested substantially in the financial services sector and information technology and technology-related
sectors and may continue to invest substantially in these or other sectors in the future. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region. The Fund may invest in
companies that have market capitalizations of any size.
The Fund may invest in special situations,
such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund may invest in securities that the investment manager
believes are undervalued, represent growth opportunities, or both.
Columbia Variable Portfolio – Global Bond Fund
Columbia Variable Portfolio – Global Bond Fund (the
Fund) seeks to provide shareholders with high total return through income and growth of capital.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in debt obligations of issuers located in at least three different countries (which may include the U.S.). Debt obligations include debt securities
and instruments, including money market instruments, either issued or guaranteed as to principal and interest by (i) the U.S. Government, its agencies, authorities or instrumentalities, (ii) non-U.S. governments, their agencies, authorities or
instrumentalities, or (iii) corporate or other non-governmental entities. The Fund may invest in debt securities and instruments across the credit quality spectrum and, at times, may invest significantly in below investment-grade fixed-income
securities and instruments (commonly referred to as “high yield” investments or “junk bonds”) in seeking to achieve higher dividends and/or capital appreciation.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
Under normal circumstances, the Fund
generally invests at least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities
traded on non-U.S. exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The
Fund considers a company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus
its investments in certain countries or geographic areas and may invest in issuers in emerging markets.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio. The Fund may from time to time emphasize one or more sectors in selecting its investments.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In addition, in pursuing its objective, the
Fund, employing both fundamental and quantitative analyses, may enter into various currency-, interest rate- and credit-related transactions involving derivatives instruments. The Fund may invest in derivatives, such as forward contracts (including
forward foreign currency contracts), futures contracts (including currency futures, index futures, interest rate futures and other bond futures) and swap contracts (including credit default swaps, credit default swap indexes, inflation rate swaps,
interest rate swaps and portfolio and total return swaps). The use of these derivative instruments allows the Fund to obtain net long or net negative (short) exposure
Variable Portfolio Fund of Funds
to selected currencies, interest rates, credit risks and duration risks. The
Fund may use these derivatives as well as “to be announced” (TBA) mortgage-backed securities in an effort to leverage exposures and produce incremental earnings, for hedging purposes, to obtain increased or decreased exposures to various
markets/sectors or to increase investment flexibility. Actual long and short exposures will vary over time based on factors such as market movements, assessments of market conditions, macroeconomic analysis and qualitative valuation analysis.
The Fund’s investment strategy may
involve the frequent trading of portfolio securities.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Columbia Variable Portfolio – Government Money Market
Fund
Columbia Variable Portfolio – Government Money Market
Fund (the Fund) seeks to provide shareholders with maximum current income consistent with liquidity and stability of principal.
The Fund invests at least 99.5% of its total assets in
government securities, cash and/or repurchase agreements collateralized solely by government securities or cash. For purposes of this policy, “government securities” are any securities issued or guaranteed as to principal or interest by
the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States, or any certificate of deposit for any of the
foregoing.
The Fund typically invests in U.S. Treasury
bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations. The Fund may invest in variable and floating rate
instruments, and may transact in securities on a when-issued, delayed delivery or forward commitment basis. The Fund invests in a portfolio of securities maturing in 397 days or less (as maturity is calculated by U.S. Securities and Exchange
Commission (SEC) rules governing the operation of money market funds) that will have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
The securities purchased by the Fund are
subject to the quality, diversification, and other requirements of Rule 2a-7 under the Investment Company Act of 1940, as amended (the 1940 Act), and other rules of the SEC. Under normal market conditions, the Fund invests at least 80% of its net
assets (including the amount of any borrowings for investment purposes) in government securities and/or repurchase securities that are collateralized by government securities. The Fund will only purchase government securities, cash, repurchase
agreements collateralized solely by government securities or cash, and up to 0.5% of the Fund’s total assets may be invested in other securities that present minimal credit risk as determined by Columbia Management Investment Advisers, LLC,
the Fund’s investment manager (the Investment Manager), pursuant to guidelines approved by the Fund’s Board of Trustees.
The Board of Trustees of the Fund has determined that the Fund
will not be subject to liquidity fees and redemption gates at this time.
Columbia Variable Portfolio – High Yield Bond Fund
Columbia Variable Portfolio – High Yield Bond Fund (the
Fund) seeks to provide shareholders with high current income as its primary objective and, as its secondary objective, capital growth.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in high-yield debt instruments (commonly referred to as “junk” bonds or securities). These high yield debt instruments include corporate debt securities
as well as floating rate loans rated below investment grade by a nationally recognized statistical rating organization, or if unrated, determined to be of comparable quality.
The Fund may invest up to 25% of its net assets in debt
instruments of foreign issuers.
Corporate debt
instruments in which the Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio managers in selecting investments than either maturity or
duration.
Variable Portfolio Fund of Funds
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Columbia Variable Portfolio – Income Opportunities
Fund
Columbia Variable Portfolio - Income Opportunities
Fund (the Fund) seeks to provide shareholders with a high total return through current income and capital appreciation.
Under normal market conditions, the Fund’s assets are
invested primarily in income-producing debt securities, with an emphasis on the higher rated segment of the high-yield (junk bond) market. These income-producing debt instruments include corporate debt securities as well as bank loans. The Fund will
purchase only debt instruments rated B or above, or if unrated, determined to be of comparable quality. If a debt instrument falls below a B rating after investment by the Fund, the Fund may continue to hold the instrument.
The Fund may invest up to 25% of its net assets in foreign
investments.
Corporate debt instruments in which the
Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio manager in selecting investments than either maturity or
duration.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Columbia Variable Portfolio – Intermediate Bond Fund
Columbia Variable Portfolio – Intermediate Bond Fund
(the Fund) seeks to provide shareholders with a high level of current income while attempting to conserve the value of the investment for the longest period of time.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. government, corporate bonds, and mortgage- and asset-backed securities. The Fund
may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or
“junk” bonds).
The Fund may invest
up to 25% of its net assets in foreign investments, including emerging markets.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes, interest rate swaps and portfolio and total return swaps) for hedging and investment purposes and to manage market
exposure of the Fund.
The Fund may purchase or
sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investments in mortgage-related securities
include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
While the Fund may invest in securities of any maturity, under
normal circumstances, the Fund’s dollar-weighted average maturity will be between three and ten years.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Variable Portfolio Fund of Funds
Columbia Variable Portfolio – Large Cap Growth Fund
Columbia Variable Portfolio – Large Cap Growth Fund (the
Fund) seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of large capitalization companies that fall within the range of the Russell 1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March
31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. The Fund invests primarily in common stocks of companies that the investment manager believes have the potential for long-term,
above-average earnings growth. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector, health care sector, and the information technology and technology-related
sectors.
The Fund may invest up to 25% of its
net assets in foreign investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
Columbia Variable Portfolio – Limited Duration Credit
Fund
Columbia Variable Portfolio - Limited Duration
Credit Fund (the Fund) seeks to provide shareholders with a level of current income consistent with preservation of capital.
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in corporate bonds. The Fund will primarily invest in debt securities with short- and intermediate-term maturities generally similar to those included in
the Fund’s benchmark index, the Bloomberg Barclays U.S. 1-5 Year Corporate Index (the Index). The Fund may invest up to 15% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated
but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds).
The Fund’s duration is managed to help reduce volatility
associated with changes in interest rates. Under normal conditions, the Fund will target duration to be similar to or lower than that of the Index, but will not exceed that of the Index by more than one year. As of March 31, 2017, the duration of
the Index was 2.69 years.
The Fund may invest
in privately placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory
restrictions.
The Fund may invest up to 25% of its net
assets in foreign investments, including emerging markets.
Columbia Variable Portfolio – Long Government/Credit Bond
Fund
Columbia Variable Portfolio – Long Government/Credit
Bond Fund (the Fund) seeks total return, consisting of current income and capital appreciation.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund’s investments may include debt instruments of governments throughout the world (including the U.S., other developed
markets, and emerging markets) as well as their agencies and instrumentalities, government-sponsored enterprises, states or other political subdivisions within the U.S. or its territories, sovereign and quasi-sovereign issuers, and non-governmental
issuers (i.e., corporations or similar entities) throughout the world. The Fund may also invest in mortgage- and other asset backed securities. Although the Fund may invest up to 20% of its net assets in debt instruments that, at the time of
purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high yield” investments or “junk” bonds), the Fund will primarily invest in investment grade
securities. Investment grade is defined as rated (Baa3/BBB or higher) by at least two of the following rating agencies: Moody’s, S&P and Fitch. If only two of the three rating agencies rate the security, the lower rating is issued to
determine its eligibility. If only one of the three rating agencies rates a security, the rating must be investment-grade.
The Fund may invest up to 25% of its net assets in U.S.
dollar-denominated foreign debt securities and instruments, including those of foreign governments, non-governmental issuers or other entities, and up to 20% of its net assets in preferred stock.
Variable Portfolio Fund of Funds
Under normal circumstances, the Fund’s dollar-weighted
average effective maturity will be ten years or longer. The Fund may invest opportunistically in bonds with maturities lower than 10 years.
The Fund may invest in derivatives,
including futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes and interest rate swaps) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable
Portfolio – Mid Cap Growth Fund
Columbia Variable
Portfolio – Mid Cap Growth Fund (the Fund) seeks to provide shareholders with growth of capital.
Under normal market conditions, the Fund
will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) at the time of purchase in the common stocks of mid-capitalization companies. For these purposes, midcap companies are considered to be
companies whose market capitalization falls within the market capitalization range of the companies that comprise the Russell Midcap Index (the Index) at the time of purchase (between $70.3 million and $59.4 billion as of March 31, 2017). The market
capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria,
the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within
the Index.
The Fund invests primarily in common
stocks of companies believed to have the potential for long-term, above-average earnings growth but may invest in companies for their short, medium or long-term prospects. The Fund may from time to time emphasize one or more economic sectors in
selecting its investments, including the consumer discretionary sector and the information technology sector.
The Fund may invest up to 20% of its total assets in foreign
securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may invest in special situations such as companies
involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable
Portfolio – Mid Cap Value Fund
Columbia Variable
Portfolio – Mid Cap Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of medium-sized companies. Medium-sized companies are those whose market capitalizations at the time of purchase fall within the
market capitalization range of the Russell Midcap Value Index (the Index) (between $203.0 million and $38.8 billion as of March 31, 2017). The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund normally invests in common stocks and also may invest in real estate investment trusts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Columbia Variable Portfolio – Select
International Equity Fund
Columbia Variable Portfolio
– Select International Equity Fund (the Fund) seeks to provide shareholders with capital appreciation.
Variable Portfolio Fund of Funds
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including common stock, preferred stock, and depositary receipts) of companies located in at least three countries other than the United States,
including emerging market countries. The Fund invests in companies that are believed to have the potential for growth. The Fund typically employs a focused portfolio investing style, which results in fewer holdings than a fund that seeks to achieve
its investment objective by investing in a greater number of issuers.
The Fund may invest in companies involved in
initial public offerings, tender offers, mergers, other corporate restructurings and other special situations. The Fund may invest in equity securities of issuers of any market capitalization. From time to time, the Fund may focus its investments in
certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable Portfolio – Select
Large-Cap Value Fund
Columbia Variable
Portfolio – Select Large-Cap Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which large market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager to be undervalued, either historically, by the market, or as compared
with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector. The Fund may hold a small number of securities, consistent
with its value investment approach. Generally, the Fund anticipates holding between 30 and 40 securities in its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Columbia Variable Portfolio – Select Smaller-Cap Value
Fund
Columbia Variable Portfolio – Select
Smaller-Cap Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of smaller capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 2000
®
Value Index (the Index) at the time of purchase (between $32.5 million and $13.3 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which smaller market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund may invest up to 25% of its net assets in foreign investments. The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager
to be undervalued, either historically, by the market, or as compared with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services
sector. The Fund also may invest in real estate investment trusts. The Fund may hold a small number of securities, consistent with its value investment approach. Generally, the Fund anticipates holding between 40 and 50 securities in its portfolio;
however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Columbia Variable Portfolio – Strategic Income Fund
Variable Portfolio Fund of Funds
Columbia Variable Portfolio – Strategic Income Fund (the
Fund) seeks total return, consisting of current income and capital appreciation.
Under normal circumstances, the Fund has substantial exposure
to fixed-income/debt markets. The Fund has the flexibility to invest in any sector of the fixed-income/debt market and across the credit quality spectrum. The Fund may invest in U.S. Government bonds and notes (including those of its agencies and
instrumentalities, and of government-sponsored enterprises), U.S. and international (including developed, developing and emerging markets) bonds and notes, investment grade corporate (or similar) bonds and notes, mortgage- and other asset-backed
securities, high yield (i.e., “junk”) instruments, floating rate loans and other floating rate debt securities, inflation-protected/linked securities, convertible securities, cash/cash equivalents, as well as foreign government,
sovereign and quasi-sovereign debt investments. The Fund’s investments may include non-U.S. dollar denominated instruments. The Fund may also invest in preferred securities. The Fund does not seek to maintain a particular dollar-weighted
average maturity or duration target.
The Fund may invest in derivatives,
including forward contracts (including forward foreign currency contracts for investment and hedging purposes), futures (including bond futures for managing yield curve and duration risk, and index futures and interest rate futures for hedging and
investment purposes), options (including options on listed futures for hedging purposes), and swaps (including credit default swaps, credit default swap indexes and interest rate swaps for hedging purposes, and total return swaps for investment
purposes). The Fund’s use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s portfolio. The Fund may invest in interest-only (IO) and principal-only (PO) bonds (commonly known as stripped
securities) for investment purposes.
The Fund
may purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll
transaction.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund’s investment strategy may
involve the frequent trading of portfolio securities.
Columbia Variable Portfolio – U.S. Equities Fund
Columbia Variable Portfolio – U.S. Equities Fund (the
Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, at least 80% of the Fund’s
net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of U.S. companies.
Under normal circumstances, the Fund (i)
invests a majority of its net assets in the common stock of small- and midsized companies with market capitalizations under $5 billion at the time of initial investment (Focus Stocks) and (ii) may also invest in companies with market capitalizations
above $5 billion, provided that immediately after that investment a majority of the Fund’s net assets would be invested in Focus Stocks. The Fund may continue to hold, and to make additional investments in, Focus Stocks whose market
capitalization has grown to exceed $5 billion, regardless of whether the Fund’s investments in Focus Stocks are a majority of the Fund’s net assets.
The Fund may also invest up to 20% of its net assets in
foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector. The
Fund also may invest in real estate investment trusts.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) and options, for hedging or investment purposes.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager for the Fund and will attempt to achieve the Fund’s objective by managing a portion of the Fund’s assets (the Columbia Management sleeve) and selecting one or more
subadvisers to manage other sleeves
Variable Portfolio Fund of Funds
independently of each other and Columbia Management. A portion of the
Fund’s assets is subadvised by Columbia Wanger Asset Management, LLC (CWAM), a wholly-owned affiliate of the Investment Manager. The subadviser and Columbia Management each make investment decisions for their respective sleeves independently
of one another.
Columbia Variable Portfolio – U.S.
Government Mortgage Fund
Columbia Variable Portfolio
– U.S. Government Mortgage Fund (the Fund) seeks to provide shareholders with current income as its primary objective and, as its secondary objective, preservation of capital.
The Fund’s assets primarily are invested in
mortgage-related securities. Under normal market conditions, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in mortgage-related securities that either are issued or
guaranteed as to principal and interest by the U.S. Government, its agencies, authorities or instrumentalities. This includes, but is not limited to, Government National Mortgage Association (GNMA or Ginnie Mae) mortgage-backed bonds, which are
backed by the full faith and credit of the U.S. Government; and Federal National Mortgage Association (FNMA or Fannie Mae) and Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac) mortgage-backed bonds. FNMA and FHLMC are chartered or
sponsored by Acts of Congress; however, their securities are neither issued nor guaranteed by the U.S. Treasury.
The Fund’s investments in mortgage-related securities
include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest in derivatives,
including futures (including interest rate futures) to manage duration and yield curve exposure and to manage exposure to movements in interest rates. The Fund’s use of derivatives creates leverage (market exposure in excess of the
Fund’s assets) in the Fund’s portfolio.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Short-Term Cash Fund
Columbia Short-Term Cash Fund (the Fund) seeks to
provide shareholders with maximum current income consistent with liquidity and stability of principal.
The Fund’s assets primarily are invested in money market
instruments, such as marketable debt obligations issued by corporations or the U.S. Government, its agencies or instrumentalities, bank certificates of deposit, bankers’ acceptances, letters of credit, commercial paper, including asset-backed
commercial paper, and repurchase agreements. The Fund may invest more than 25% of its total assets in money market instruments issued by U.S. banks, U.S. branches of foreign banks and U.S. Government securities in the event that such investments
would be appropriate for the Fund in seeking to achieve its objective, including, for example, if the interest rate environment is such that these investments are expected to provide higher rates of return than other money market instruments. The
Fund may invest less than 25% in such investments if the interest rate environment is such that other money market instruments are expected to provide a higher rate of return. Additionally, the Fund may invest up to 35% of its total assets in U.S.
dollar-denominated foreign investments. The Fund may invest in privately placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act),
subject to liquidity determinations and certain regulatory restrictions.
Although the Fund’s shares are priced with a floating
NAV (effective October 1, 2016), capital appreciation is not expected to play a role in the Fund’s return. The Fund’s yield generally will vary from day to day.
Variable Portfolio Fund of Funds
The Fund restricts its investments to
instruments that meet certain maturity and quality standards required by the SEC for money market funds. For example, the Fund:
■
|
Buys securities determined
to present minimal credit risk by Columbia Management Investment Advisers, LLC (the Investment Manager).
|
■
|
Limits its U.S.
dollar-weighted average portfolio maturity to 60 days or less and its U.S. dollar-weighted average life to 120 days or less.
|
■
|
Buys obligations with
remaining maturities of 397 days or less (as maturity is calculated by SEC rules governing the operation of money market funds).
|
■
|
Buys only
obligations that are denominated in U.S. dollars.
|
The Fund is offered only to other Columbia Funds.
Variable Portfolio – American Century Diversified
Bond Fund
Variable Portfolio - American Century
Diversified Bond Fund (the Fund) seeks to provide shareholders with a high level of current income.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government, corporate bonds, and mortgage- and asset-backed securities. Although
the Fund emphasizes high- and medium-quality debt securities, it may assume increased credit risk by investing in below investment-grade fixed-income securities (commonly referred to as “high-yield” investments or “junk”
bonds).
The Fund may invest in securities
issued or guaranteed by the U.S. Treasury and certain U.S. Government agencies or instrumentalities such as the Government National Mortgage Association (Ginnie Mae). Ginnie Mae is supported by the full faith and credit of the U.S. Government.
Securities issued or guaranteed by other U.S. Government agencies or instrumentalities, such as the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac), and the Federal Home Loan Bank (FHLB)
are not guaranteed by the U.S. Treasury or supported by the full faith and credit of the U.S. Government. However, they are authorized to borrow from the U.S. Treasury to meet their obligations.
The Fund may invest up to 25% of its net
assets in debt instruments of foreign issuers, including issuers in emerging markets.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) in an effort to manage interest rate exposure, to produce
incremental earnings, to hedge existing positions, and to increase market exposure and investment flexibility.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy
may involve the frequent trading of portfolio securities.
Variable Portfolio - AQR Managed Futures Strategy Fund
Variable Portfolio – AQR Managed Futures Strategy Fund
(the Fund) seeks positive absolute returns.
Under normal
circumstances, the Fund pursues its investment objective by allocating assets among four major asset classes (commodities, currencies, fixed income and equities). The Fund gains exposure to asset classes by investing in a portfolio of futures
contracts, futures-related instruments, forwards and swaps, and may include, but will not be limited to, global developed and emerging market equity index futures, swaps on equity index futures, equity swaps, currency forwards and currency futures;
commodity futures; swaps on commodity futures; interest rate futures; bond futures; swaps on bond futures; and exchange-traded notes, all of which the Fund may invest in directly or indirectly by investing in the Subsidiary (as described below) that
invests in those instruments. The Fund’s universe of
Variable Portfolio Fund of Funds
investments is subject to change under varying market conditions and as these
instruments evolve over time. The Fund may invest without limit in foreign instruments, including emerging market instruments. There are no geographic limits on the market exposure of the Fund’s assets and the Fund may concentrate its market
exposure in one or more specific geographic regions. This flexibility allows the Fund to look for investments or gain exposure to asset classes and markets around the world, including emerging markets, that it believes will enhance the Fund’s
ability to meet its objective. The Fund’s return is expected to be derived principally from changes in the value of securities.
The Fund may invest in securities and instruments, including
derivatives, indirectly through an offshore, wholly-owned subsidiary organized under the laws of the Cayman Islands (the Subsidiary). The Subsidiary has substantially the same investment objective as the Fund and its investments are consistent with
the Fund's investment restrictions. Generally, the Subsidiary will invest in commodity futures and/or swaps, but may also invest in financial futures, option and swap contracts, fixed-income securities, pooled investment vehicles, including those
that are not registered under the Investment Company Act of 1940, and other investments intended to serve as margin or collateral for certain of the Subsidiary’s positions, including its derivatives positions. Unlike the Fund (which is subject
to limitations under U.S. federal income tax laws), the Subsidiary may invest without limitation in commodity-linked derivatives; however, the Fund and its Subsidiary will comply on a consolidated basis with asset coverage or segregation
requirements. The Fund may invest up to 25% of its total assets in the Subsidiary.
The Fund and its Subsidiary expect to hold a significant
amount of cash, money market instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles), fixed-income securities and U.S. Government obligations (including U.S. Treasury bills) or
other high-quality, short-term investments, mortgage-backed securities or other liquid assets to meet its segregation obligations in connection with certain investments, including, among others, derivative instruments.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities. Additionally, the Fund’s strategy of investing in derivative instruments and instruments with a maturity of one year or less at the time of acquisition, will also contribute to frequent portfolio trading and
high portfolio turnover (typically greater than 300% per year).
Quantitative models are used as part of the investment process
for the Fund.
Variable Portfolio – BlackRock Global
Inflation-Protected Securities Fund
Variable Portfolio -
BlackRock Global Inflation-Protected Securities Fund (the Fund) seeks to provide shareholders with total return that exceeds the rate of inflation over the long term.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in inflation-protected debt securities. These securities include inflation-indexed bonds of varying maturities issued by the U.S. Government and
non-U.S. governments, their agencies or instrumentalities, and U.S. and non-U.S. corporations. The Fund invests only in securities rated investment grade at the time of purchase by a third-party rating agency or, if unrated, deemed by the management
team to be of comparable quality. Up to 20% of the Fund’s net assets may be invested in sectors outside the Fund’s benchmark index, the Bloomberg Barclays World Government Inflation-Linked Bond Index USD Hedged (the Index). The Fund
seeks to maintain an average duration that is within a range of plus or minus 20% of the duration of the Index.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities traded on non-U.S.
exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a
company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus its investments
in certain countries or geographic areas, including Europe.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures, other bond futures and index futures), options (including options on futures and indices) and swaps (including interest rate swaps and inflation rate
swaps). The Fund may enter into derivatives for
Variable Portfolio Fund of Funds
investment purposes, for risk management
(hedging) purposes, to increase flexibility, to produce incremental earnings, and to manage duration, yield curve and interest rate exposure. The Fund’s use of derivatives creates leverage (market exposure in excess of the Fund’s assets)
in the Fund’s portfolio.
The portfolio manager may
hedge any portion of the non-U.S. dollar denominated securities in the Fund to the U.S. dollar.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Variable Portfolio – CenterSquare Real Estate Fund
Variable Portfolio – CenterSquare Real Estate Fund (the
Fund) seeks to provide shareholders with current income and capital appreciation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity and equity-related securities issued by companies in the real estate industry. A company is considered to be in the real estate industry if it (i) derives
at least 50% of its revenues or profits from the ownership, construction, management, financing or sale of residential, commercial or industrial real estate or (ii) has at least 50% of the fair market value of its assets invested in residential,
commercial or industrial real estate. Companies in the real estate industry include, among others, real estate operating companies (REOCs) and real estate investment trusts (REITs).
Variable Portfolio – Columbia Wanger International
Equities Fund
Variable Portfolio - Columbia Wanger
International Equities Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) will be invested in equity securities. Under normal circumstances, the Fund invests at least 75% of its total assets in foreign companies in developed markets
(for example, Japan, Canada and the United Kingdom) and in emerging markets (for example, China, India and Brazil).
Under normal circumstances, the Fund invests a majority of its
net assets in the common stock of small- and mid-sized companies with market capitalizations under $5 billion at the time of initial investment. However, if the Fund's investments in such companies represent less than a majority of its net assets,
the Fund may continue to hold and to make additional investments in an existing company in its portfolio even if that company's capitalization has grown to exceed $5 billion.
Under normal circumstances, the Fund may
invest in companies with market capitalizations above $5 billion at the time of initial investment, provided that immediately after that investment a majority of its net assets would be invested in companies whose market capitalizations were under
$5 billion at the time of initial investment. From time to time, the Fund may focus its investments in certain countries or geographic areas, including Japan. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the consumer discretionary sector and the industrials sector.
Variable Portfolio – DFA International Value Fund
Variable Portfolio - DFA International Value Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
The Fund invests primarily in equity
securities of large non-U.S. companies associated with developed markets that the Fund’s portfolio managers determine to be value stocks at the time of purchase. These equity securities generally include common stock, preferred stock and
depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Under normal circumstances, the Fund intends to invest at
least 40% of its assets in companies in three or more non-U.S. developed market countries. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe.
Variable Portfolio Fund of Funds
Investments for the Fund will not be based upon an
issuer’s dividend payment policy or record. However, many of the companies whose securities will be included in the Fund’s portfolio pay dividends. It is anticipated, therefore, that the Fund will receive dividend income.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts) in connection with the settlement of equity trades or the exchange of one currency for another and futures contracts (including equity futures and index futures) to adjust market exposure
based on actual or expected cash inflows to or outflows from the Fund.
Variable Portfolio – Eaton Vance Floating-Rate Income
Fund
Variable Portfolio - Eaton Vance Floating-Rate
Income Fund (the Fund) seeks to provide shareholders with a high level of current income.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in income producing floating rate loans and other floating rate debt securities. These debt instruments will generally be rated non-investment
grade by recognized rating agencies (similar to “high-yield” investments or “junk bonds”) or, if unrated, determined to be of comparable quality. The Fund invests in senior floating rate loans of borrowers (Senior Loans). The
Fund may also purchase secured and unsecured subordinated loans, second lien loans and subordinate bridge loans (Junior Loans), or other floating rate debt instruments, fixed income debt instruments and money market instruments. Other floating rate
debt securities, fixed-income debt securities and money market instruments may include: bonds, notes and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its agencies or instrumentalities; and
commercial paper. For purposes of the 80% policy, money market holdings with a remaining maturity of less than 60 days will be deemed floating rate assets.
The Fund may invest up to 25% of its net assets in foreign
investments.
Floating rate loans are debt obligations of
companies and other similar entities that have interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate (such as London Interbank Offered Rate
(commonly known as LIBOR)) plus a premium). Floating rate loans are typically structured and administered by a financial institution that acts as the agent of the lenders participating in the floating rate loan. The Fund may acquire loans directly
through the agent or from another holder of the loan by assignment. They are generally valued on a daily basis by independent pricing services.
Variable Portfolio – Jennison Mid Cap Growth Fund
Variable Portfolio - Jennison Mid Cap Growth Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in the equity securities of mid-capitalization companies. Mid-capitalization companies are defined as those companies with a market
capitalization that falls within the range of the companies that comprise the Russell Midcap
®
Growth Index (the Index). The market capitalization
range of the companies included within the Index was $70.3 million to $59.4 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary and the information technology sectors.
Variable Portfolio – Lazard International Equity Advantage
Fund
Variable Portfolio – Lazard International Equity
AdvantageFund (the Fund) seeks long-term capital appreciation.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities of companies located in countries outside the United States. Equity securities include, without limitation, common stocks, preferred stocks and
securities convertible into common or preferred stocks. From time to time, the Fund may focus its investments in certain countries or geographic areas.
Variable Portfolio Fund of Funds
The Fund may invest in companies across all
market capitalizations. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investments include companies that are
located in the countries represented in the MSCI Europe, Australasia, Far East (EAFE) Index (the Index), which includes developed countries outside of North America. The Fund may invest up to 20% of its net assets in companies that are located in
countries not represented in the Index, such as emerging markets countries. The Fund will invest primarily in securities of companies listed on a non-U.S. securities exchange or quoted on an established foreign over-the-counter market, or in
depository receipts such as American Depositary Receipts (ADRs), Global Depositary Receipts (GDRs) and European Depositary Receipts (EDRs).
The Fund may invest in real estate investment trusts (REITs),
warrants and rights.
The Fund may invest in
exchange-traded funds (ETFs).
In managing the Fund, the subadviser
utilizes a quantitatively driven, bottom-up stock selection process.
Variable Portfolio – Loomis Sayles Growth Fund
Variable Portfolio - Loomis Sayles Growth Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
The Fund invests primarily in equity
securities of large-capitalization companies believed to have the potential for long-term growth. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities, including emerging market securities, directly or indirectly through depositary receipts.
The Fund will not concentrate its assets in any single
industry but may from time to time invest more than 25% of its assets in companies conducting business in various industries within an economic sector. The Fund will typically invest in a limited number of companies.
Variable Portfolio – Los Angeles Capital
Large Cap Growth Fund
Variable Portfolio – Los
Angeles Capital Large Cap Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity securities of U.S. large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund may invest in preferred stock, real estate investment trusts (REITs) and master limited partnerships (MLPs). The Fund may from time to time emphasize one or more sectors in
selecting its investments, including the consumer discretionary sector, the health care sector and the information technology sector.
The Fund’s subadviser uses quantitative methods to
identify investment opportunities and construct the Fund’s portfolio.
Variable Portfolio - MFS
®
Blended Research
®
Core Equity Fund
Variable Portfolio - MFS
®
Blended Research
®
Core Equity Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Under normal market conditions, at least 80% of the
Fund’s net assets (plus the amount of any borrowings for investment purposes) are invested in equity securities. Equity securities include, for example, common stock, preferred stock, convertible securities and real estate investment trusts
(REITs). The Fund may invest in companies that are believed to have above average earnings growth potential compared to other companies (growth companies), in companies that are believed to be undervalued compared to their perceived worth (value
companies), or in a combination of growth and value companies. Although the Fund may invest in companies of any size, the Fund primarily invests in companies with capitalizations of at least $5 billion at the time of the Fund’s
investment.
Variable Portfolio Fund of Funds
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the information
technology and technology-related sectors.
The
subadviser uses fundamental analysis and quantitative models in buying and selling investments for the Fund.
Variable Portfolio – MFS
®
Value Fund
Variable Portfolio - MFS
®
Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
The Fund’s assets are invested primarily in equity
securities. The Fund invests primarily in the stocks of companies that are believed to be undervalued compared to their perceived worth (value companies). Value companies tend to have stock prices that are low relative to their earnings, dividends,
assets, or other financial measures.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Equity securities in which the Fund may invest include common
stocks, preferred stocks, securities convertible into common stocks, equity interests in real estate investment trusts (REITs) and depositary receipts for such securities. While the Fund may invest its assets in companies of any size, the Fund
generally focuses on large-capitalization companies. Large-capitalization companies are defined by the Fund as those companies with market capitalizations of at least $5 billion at the time of purchase.
Variable Portfolio – Morgan Stanley Advantage Fund
Variable Portfolio - Morgan Stanley Advantage Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund has exposure to
equity securities. Equity securities include common stocks, preferred stocks, securities convertible into common stocks, rights and warrants to purchase common stocks, exchange-traded funds (ETFs), and limited partnership interests. While the Fund
may invest in companies of any size, the Fund primarily focuses on large capitalization companies that fall within the range of the Russell 1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March 31, 2017. The market capitalization range and
composition of the companies in the Index are subject to change.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest up to 15% of its net assets in foreign
investments, including emerging market investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including
the consumer discretionary and information technology and technology-related sector.
Variable Portfolio – Oppenheimer International Growth
Fund
Variable Portfolio – Oppenheimer International Growth
Fund (the Fund) seeks to provide shareholders with long-term capital growth.
The Fund’s assets are primarily
invested in equity securities of foreign issuers as well as depositary receipts. Equity securities include common stocks, preferred stocks, and securities convertible into common stock. Under normal circumstances, the Fund invests in companies
located in at least three countries outside the U.S. From time to time it may place greater emphasis on investing in one or more particular regions such as Asia, Europe or Latin America. The Fund may also invest up to 10% of its net assets in
securities that provide exposure to emerging markets. The Fund may invest in the securities of issuers of any market capitalization. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer
discretionary sector and the industrials sector. Under normal circumstances, the Fund will emphasize investments in issuers that the portfolio managers consider to be “growth” companies.
Variable Portfolio – Partners Core Bond Fund
Variable Portfolio Fund of Funds
Variable Portfolio – Partners Core
Bond Fund (the Fund) seeks to provide shareholders with a high level of current income while conserving the value of the investment for the longest period of time.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund invests primarily in securities like those included in the Bloomberg Barclays U.S. Aggregate Bond Index (the Index),
which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government and its agencies and instrumentalities, corporate bonds, and mortgage- and asset-backed securities. The Fund may invest in
mortgage dollar rolls and reverse repurchase agreements, as well as invest in U.S. dollar-denominated debt securities of foreign issuers.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio.
Variable Portfolio –
Partners Small Cap Growth Fund
Variable
Portfolio - Partners Small Cap Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in the equity securities of small-capitalization companies. Small-capitalization companies are defined as those companies with a market
capitalization, at the time of purchase, of up to $2.5 billion, or that fall within the range of the Russell 2000
®
Growth Index (the Index). The
market capitalization range of the companies included within the Index was $18.7 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. The Fund may from
time to time emphasize one or more sectors in selecting its investments, including the industrials sector, health care sector and the technology and technology-related sectors.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each subadviser employs an active investment strategy. One or more of the Fund’s subadvisers uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s
portfolio.
Variable Portfolio – Partners
Small Cap Value Fund
Variable Portfolio - Partners Small
Cap Value Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Under normal market conditions, at least 80%
of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in small cap companies. For these purposes, small cap companies are those that have a market capitalization, at the time of investment, that
falls within the range of the Russell 2000
®
Value Index (the Index) or up to $2.5 billion, whichever is greater. The Fund may buy and hold stock in
a company that is not included in the Index. The market capitalization range of the companies included within the Index was $32.5 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the
Index are subject to change. The Fund may invest in any type of security, including common stocks and depositary receipts.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector and the industrials sector.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each of the subadvisers employs an active investment strategy that focuses on small cap companies in an attempt to take advantage of what are believed to be undervalued securities. One or more of the Fund’s subadvisers
uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s portfolio.
Variable Portfolio – Pyramis
®
International Equity Fund
Variable Portfolio – Pyramis
®
International Equity Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal circumstances, at least 80% of the Fund’s
net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of foreign issuers, located or traded in countries other than the U.S., that are believed to offer strong growth potential. Under normal
circumstances, the Fund invests its assets
Variable Portfolio Fund of Funds
in common stocks of companies whose market
capitalizations fall within the range of the companies that comprise the MSCI Europe, Australasia and Far East (EAFE) Index (the Index). The market capitalization range of the companies included within the Index was $1.9 billion to $238.5 billion as
of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region
and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Variable Portfolio – TCW Core Plus Bond Fund
Variable Portfolio - TCW Core Plus Bond Fund (the Fund) seeks
to provide shareholders with total return through current income and capital appreciation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities, including debt securities issued by the U.S. Government, its agencies, instrumentalities or sponsored corporations, debt
securities issued by corporations, mortgage- and other asset-backed securities, dollar-denominated securities issued by foreign governments, companies or other entities, bank loans and other obligations. For purposes of its 80% test, the Fund treats
investment in loans as “debt securities,” even though loans may not be “securities” under certain of the federal securities laws. The Fund invests at least 60% of its net assets in debt securities that, at the time of
purchase, are rated in at least one of the three highest rating categories or are unrated securities determined to be of comparable quality. The Fund may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated
below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds). The Fund may invest in fixed income securities of any maturity and does not
seek to maintain a particular dollar-weighted average maturity or duration at the Fund level.
Up to 25% of the Fund’s net assets may be invested in
foreign investments, which may include investments in non-U.S. dollar denominated securities, as well as investments in emerging markets securities. In connection with its strategy relating to foreign investments, the Fund may buy or sell foreign
currencies in lieu of or in addition to non-dollar denominated fixed-income securities in order to increase or decrease its exposure to foreign interest rate and/or currency markets.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may also hold/invest in cash, money market
instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles) or other high-quality, short-term investments, including for the purpose of covering its obligations with respect to, or
that may result from, the Fund’s investments in derivatives.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Variable Portfolio – T. Rowe Price Large
Cap Value Fund (prior to November 14, 2016 Variable Portfolio – NFJ Dividend Value Fund)
Variable Portfolio – T. Rowe Price Large Cap Value Fund
(the Fund) seeks to provide shareholders with long-term growth of capital and income.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
Variable Portfolio Fund of Funds
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund’s subadviser seeks to identify companies that appear to be undervalued by various measures, and may be
temporarily out of favor, but, in the opinion of the subadviser, have good prospects for capital appreciation. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Variable Portfolio – Victory Sycamore Established
Value Fund
Variable Portfolio - Victory Sycamore Established Value Fund
(the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal market conditions, the Fund
invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of mid-capitalization companies. For these purposes, the Fund considers mid-cap companies to be those whose market capitalization
falls within the range of the Russell Midcap Value Index (the Index). The market capitalization range of the companies included within the Index was $203.0 million to $38.8 billion as of March 31, 2017. The market capitalization range and
composition of the companies in the Index are subject to change. The Fund may invest in American Depository Receipts (ADRs). The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services
sector.
Variable Portfolio – Wells Fargo
Short Duration Government Fund
Variable Portfolio -
Wells Fargo Short Duration Government Fund (the Fund) seeks to provide shareholders with current income consistent with capital preservation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in U.S. Government obligations, including debt securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies or government-sponsored entities. The
Fund may invest up to 20% of its net assets within non-government mortgage and asset-backed securities.
In pursuit of its objective, the Fund will purchase only
securities that are rated, at the time of purchase, within the two highest rating categories assigned by a nationally recognized statistical ratings organization, or if deemed to be of comparable quality. As part of the Fund’s investment
strategy, it may invest in stripped securities (securities that have been transformed from a principal amount with periodic interest coupons into a series of zero-coupon bonds, with the range of maturities matching the coupon payment dates and the
redemption date of the principal amount) or enter into mortgage dollar rolls and reverse repurchase agreements. In addition, the Fund may invest in mortgage-backed securities guaranteed by U.S. Government agencies, and to a lesser extent, other
securities rated AA- or Aa3 that the Fund’s subadviser believes will sufficiently outperform U.S. Treasuries. Generally, the portfolio’s overall dollar-weighted average effective duration is less than that of a 3-year U.S. Treasury
note.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) to hedge interest rate exposure of the Fund.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Variable Portfolio Fund of Funds
Underlying Funds — Principal
Risks
The ability of each Fund to meet its investment
objective is directly related to its allocation among the Underlying Funds and the ability of the Underlying Funds to meet their investment objectives, as well as the investment performance of the Funds’ other investments. The following
is a brief description of certain of the principal risks associated with investments in the Underlying Funds in which the Funds may invest as part of their principal investment strategies. The Funds are subject indirectly to these risks
through their investments in the Underlying Funds, and are also subject directly to certain of these risks to the extent they invest in individual securities and other instruments, as described in Principal Risks above. Additional information
regarding the principal risks associated with investment in the Underlying Funds is available in the applicable Underlying Fund’s prospectus and Statement of Additional Information, which are incorporated by reference into this
prospectus. This prospectus is not an offer for any of the Underlying Funds.
The references in each case to the “Fund” within
each of the below risks descriptions in this Appendix B refers to the Underlying Fund(s) that the Funds may invest in.
Active Management Risk.
Certain Funds are actively managed by their portfolio managers. Certain other Funds are managed based primarily on quantitative methods, with the portfolio managers conducting a qualitative review of the quantitative
output. In either case, the Funds could underperform their benchmark indices and/or other funds with similar investment objectives and/or strategies.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes and/or investments will cause the Fund's shares to lose value or cause the Fund to underperform other
funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Alternative Strategies Investment Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets)
, including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof)
may be more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Asset-Backed Securities Risk.
The value of the Fund's asset-backed securities may be affected by, among other things, changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the receivables, the creditworthiness of the
entities that provide any supporting letters of credit, surety bonds or other credit enhancements, or the market's assessment of the quality of underlying assets. Most asset-backed securities are subject to prepayment risk (i.e., the risk that the
Fund will have to reinvest the money received in securities that have lower yields). Rising or high interest rates tend to extend the duration of asset-backed securities, resulting in valuations that are volatile and sensitive to changes in interest
rates.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Closed-End Investment Company Risk.
Closed-end investment companies frequently trade at a discount to their NAV, which may affect whether the Fund will realize gain or loss upon its sale of the closed-end investment company’s shares. Closed-end
investment companies may employ leverage, which also subjects the closed-end investment company to increased risks such as increased volatility.
Variable Portfolio Fund of Funds
Commodity Futures Trading Commission (CFTC) Regulatory Risk.
The Fund does not qualify for an exemption from registration as a “commodity pool” under rules of the Commodity Exchange Act (the CEA). Accordingly, the Fund is a commodity pool under the CEA and the
Investment Manager is registered as a “commodity pool operator” under the CEA. The Fund is subject to dual regulation by the SEC and the CFTC. Compliance with the CFTC’s regulatory requirements could increase Fund expenses,
adversely affecting the Fund’s total return.
Commodity-related Investment Risk.
The value of commodities investments will generally be affected by overall market movements and factors specific to a particular industry or commodity, which may include demand for the commodity, weather, embargoes,
tariffs, and economic health, political, international, regulatory and other developments. Exposure to commodities and commodities markets may subject the value of the Fund’s investments to greater volatility than other types of investments.
Commodities investments may also subject the Fund to counterparty risk and liquidity risk. The Fund may make commodity-related investments through one or more wholly-owned subsidiaries organized outside the U.S. that are generally not subject to
U.S. laws (including securities laws) and their protections.
Commodity-related Tax Risk.
The Fund intends to qualify for treatment as a regulated investment company under the Internal Revenue Code of 1986, as amended. The Fund’s investments in commodities or commodity-related investments can be
limited by the Fund’s intention to qualify as a regulated investment company and can limit the Fund’s ability to so qualify.
Confidential Information Access Risk.
Portfolio managers may avoid the receipt of material, non-public information (Confidential Information) about the issuers of floating rate loans (including from the issuer itself) being considered for acquisition by the
Fund, or held in the Fund. A decision not to receive Confidential Information may disadvantage the Fund and could adversely affect the Fund’s performance.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Correlation/Tracking Error Risk.
The Fund’s value will generally decline when the performance of the Index declines. A number of factors may affect the Fund’s ability to achieve a high degree of correlation with the Index, and there is no
guarantee that the Fund will achieve a high degree of correlation. Failure to achieve such degree of correlation may prevent the Fund from achieving its investment objective. The factors that may adversely affect the Fund’s correlation with
the Index include the size of the Fund’s portfolio, fees, expenses, transaction costs, income items, valuation methodology, accounting standards, the effectiveness of sampling techniques, changes in the Index and disruptions or illiquidity in
the markets for the securities in which the Fund invests. While the Fund typically attempts to track the performance of the Index by investing all, or substantially all, of its assets in the types of securities that make up the Index in
approximately the same proportion as their weighting in the Index, at times, the Fund may not have investment exposure to all securities in the Index, or its weighting of investment exposure to securities may be different from that of the Index. In
addition, the Fund may invest in securities not included in the Index. The Fund may take or refrain from taking investment positions for various reasons, such as tax efficiency purposes, or to comply with regulatory restrictions, which may
negatively affect the Fund’s correlation with the Index. The Fund may also be subject to large movements of assets into and out of the Fund, potentially resulting in the Fund being over- or under-exposed to certain securities comprising the
Index and may be impacted by Index reconstitutions and Index rebalancing events. The Fund also bears management and other expenses and transaction costs in trading securities, which the Index does not bear. Accordingly, the Fund’s performance
will likely fail to match the performance of the Index, after taking expenses into account. Any of these factors could decrease correlation between the performance of the Fund and the Index and may hinder the Fund’s ability to meet its
investment objective. It is not possible to invest directly in an index.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Variable Portfolio Fund of Funds
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit
Variable Portfolio Fund of Funds
fluctuations in futures contract prices by
imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an
offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking
delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage
in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited.
Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can
increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging
risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments may lack a liquid secondary market and
their prices or value can be volatile which could result in significant losses for the Fund. Structured investments may create economic leverage which may increase the volatility of the value of the investment. Structured investments can increase
the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be
Variable Portfolio Fund of Funds
more volatile than securities in more developed markets. Many emerging market
countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Exchange-Traded Notes Risk.
Exchange-traded notes (ETNs) are unsecured, unsubordinated debt securities
that expose the Fund to the risk that an ETN’s issuer may be unable to pay, which means that the
Fund is subject to issuer credit risk. ETNs do not typically offer principal protection, so the Fund may lose some or all of its investment. The returns of ETNs are usually linked to the performance of a market benchmark or strategy, less investor
fees and expenses. The Fund will bear its proportionate share of the fees and expenses of the ETN, which may cause the Fund’s returns to be lower. The return on ETNs will typically be lower than the total return on a direct investment in the
components of the underlying index or strategy because of the ETN’s investor fees and expenses.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar.
Foreign Currency-Related Tax Risk.
The Internal Revenue Service might issue regulations treating gains from some of the Fund’s foreign currency-denominated positions as not “qualifying income” and there is a possibility that such
regulations might be applied retroactively, in which case, the Fund might not qualify as a regulated investment company for one or more years. In the event the Internal Revenue Service issues such regulations, the Fund’s Board may authorize a
significant change in investment strategy or the Fund’s liquidation.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Variable Portfolio Fund of Funds
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Frontier Market Risk.
Frontier
market countries generally have smaller economies and even less developed capital markets than traditional emerging market countries (which themselves have increased investment risk relative to more developed market countries) and, as a
result, the Fund’s exposure to the risks associated with investing in emerging market countries are magnified when the Fund invests in frontier market countries. Increased risks include: the potential for extreme price volatility and
illiquidity in frontier market countries; government ownership or control of parts of the private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist and similar
measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can pose
significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Japan.
The Fund is highly
susceptible to the social, political, economic, regulatory and other conditions or events that may affect Japan’s economy. The Japanese economy is heavily dependent upon international trade, including, among other things, the export of
finished goods and the import of oil and other commodities and raw materials. Because of its trade dependence, the Japanese economy is particularly exposed to the risks of currency fluctuation, foreign trade policy and regional and global economic
disruption. Japanese government policy has been characterized by economic regulation, intervention, protectionism and large government deficits. The Japanese economy is also challenged by an unstable financial services sector, highly leveraged
corporate balance sheets and extensive cross-ownership among major corporations. Structural social and labor market changes, including an aging workforce, population decline and traditional aversion to labor mobility may adversely affect
Japan’s economic competitiveness and growth potential. The potential for natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could also have significant negative effects on Japan’s economy. As a result of
the Fund’s investment in Japanese securities, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Japan fall out of favor, it may cause the Fund to underperform other
funds that do not focus their investments in Japan.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Variable Portfolio Fund of Funds
Hedging Transactions Risk.
The
Fund may invest in securities and utilize financial instruments for a variety of hedging purposes. Hedging transactions may limit the opportunity for gain if the value of the portfolio position should increase. There can be no assurance that the
Fund will engage in hedging transactions at any given time, even under volatile market conditions, or that any hedging transactions the Fund engages in will be successful. Moreover, it may not be possible for the Fund to enter into a hedging
transaction at a price sufficient to protect its assets. The Fund may not anticipate a particular risk so as to hedge against it.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may include highly leveraged transactions whereby the borrower assumes large amounts of debt in order to have the financial resources to attempt to achieve
its business objectives. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Industry Concentration Risk.
Investments that are concentrated in a particular industry will make
the Fund’s portfolio value more
susceptible to the events or
conditions impacting that particular industry.
Because the Fund
may invest more than 25% of its total assets
in money market
instruments issued by banks,
the value of
the Fund may be adversely affected by economic, political or regulatory developments in or that impact the banking
industry.
Inflation-Protected Securities
Risk.
Inflation-protected debt securities tend to react to changes in real interest rates (i.e., nominal interest rates minus the expected impact of inflation). In general, the price of such securities falls when
real interest rates rise, and rises when real interest rates fall. Interest payments on these securities will vary and may be more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such
investments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s
investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Investing in Other Funds Risk.
The Fund’s investment in other funds (affiliated and/or unaffiliated funds, including exchange-traded funds (ETFs)) subjects the Fund to the investment performance (positive or negative) and risks of the
underlying funds in direct proportion to the Fund’s investment therein. In addition, investments in ETFs have unique characteristics, including, but not limited to, the expense structure and additional expenses associated with investing in
ETFs. The performance of the underlying funds could be adversely affected if other investors in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a
portion of the expenses of any funds in which the Fund invests. Because the
Variable Portfolio Fund of Funds
expenses and costs of an underlying fund are shared by its investors,
redemptions by other investors in the underlying funds could result in decreased economies of scale and increased operating expenses for such underlying fund. The Investment Manager may have potential conflicts of interest in selecting affiliated
underlying funds for investment by the Fund because the fees paid to it by some underlying funds are higher than the fees paid by other underlying funds, as well as a potential conflict in selecting affiliated funds over unaffiliated funds. Also, to
the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g., underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell
its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in other underlying funds, including less desirable funds – from a strategy or investment performance standpoint
– which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate alternate underlying fund does not present itself in a timely manner or at all.
Investing in Wholly-Owned Subsidiary Risk.
By investing in a Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The Fund’s Principal Risks may also apply to a Subsidiary in which the Fund invests
(which are described in this prospectus). There can be no assurance that the investment objective of a Subsidiary will be achieved. Changes in the laws of the United States and/or the Cayman Islands, under which the Fund and any Subsidiary in which
it invests, respectively, are organized, could result in the inability of the Fund and/or the Subsidiary to operate as described in this prospectus and the Fund’s SAI and could adversely affect the Fund and its shareholders.
Investment Strategy Risk.
There is no assurance that the Fund will meet its target predicted tracking error over the long term or for any year or period of years, or that the Fund’s predicted tracking error and actual tracking error will be
similar. The Fund's strategy to target a predicted tracking error of approximately 2% compared to an index that represents the Fund’s investment universe and to blend fundamental and quantitative research may not produce the intended results.
In addition, fundamental research is not available for all issuers.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, short sales, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate
changes in the NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as
derivatives, the Fund may experience capital losses that exceed the net assets of the Fund. Because short sales involve borrowing securities and then selling them, the Fund’s short sales effectively leverage the Fund’s assets. The Fund's
assets that are used as collateral to secure the Fund's obligations to return the securities sold short may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase the collateral.
Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund’s volatility and risk of loss. There can be no
guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are
Variable Portfolio Fund of Funds
purchased and sold in over-the-counter
markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair
price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may
have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Floating rate loans generally are subject to legal or contractual restrictions on resale, may trade infrequently, their
value may be impaired when the Fund needs to liquidate such loans, and are typically subject to extended settlement periods, each of which gives rise to liquidity risk.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets. There
is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower defaults, the Fund’s access
to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan, and the Fund, to enforce its rights in the
event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s
capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the
borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The Fund may acquire a participation interest in a loan
that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally would not have any direct rights
against the borrower.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose
money over short or long periods.
Variable Portfolio Fund of Funds
Master Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Investors have more limited rights to vote on matters affecting the partnership. Investments
are also subject to certain tax risks and conflicts of interest may exist between common unit holders, subordinated unit holders and the general partner of a master limited partnership.
Mid-Cap Company Securities Risk.
Investments in mid-capitalization companies (mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because mid-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and may be less liquid than the securities of larger companies.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. By investing in a Money Market Fund,
the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent
the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities
they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money
market funds.
For Columbia Variable Portfolio -
Government Money Market Fund:
Money Market Fund Risk.
Although government money market funds (such as the Fund) may seek to preserve the value of shareholders’ investment at $1.00 per share, the NAVs of such money market fund shares can fall, and in infrequent cases
in the past have fallen, below $1.00 per share, potentially causing shareholders who redeem their shares at such NAVs to lose money from their original investment.
At times of (i) significant redemption activity by
shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy redemption activity, and (iii) disruption in the
normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash to pay redeeming shareholders. Sales of portfolio
securities at such times could result in losses to the Fund and cause the NAV of Fund shares to fall below $1.00 per share. Additionally, in some cases, the default of a single portfolio security could cause the NAV of Fund shares to fall below
$1.00 per share. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and you should not expect that they or any person will provide financial support to the Fund at
any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
For Columbia Short-Term Cash Fund:
Money Market Fund Risk.
At
times of (i) significant redemption activity by shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy
redemption activity, and (iii) disruption in the normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash
to pay redeeming shareholders. Sales of portfolio securities at such times could result in losses to the Fund. In addition, neither the Investment Manager nor any of its affiliates has a legal
Variable Portfolio Fund of Funds
obligation to provide financial support to
the Fund, and you should not expect that they or any person will provide financial support to the Fund at any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
If, at any time, the Fund’s weekly liquid assets fall
below 30% of its total assets and the Board determines it is in the best interests of the Fund, the Fund may, as early as the same day and at any time during the day, impose a fee of up to 2% of the value of all shares redeemed and/or temporarily
suspend redemptions (sometimes referred to as imposing redemption gates) for up to 10 business days. If, at the end of any business day, the Fund’s weekly liquid assets fall below 10% of its total assets, the Fund must impose a fee, as of the
beginning of the next business day, of 1% of the value of all shares redeemed, unless the Board determines that imposing such a fee is not in the best interests of the Fund or the Board determines that a lower or higher fee (not to exceed 2% of the
value of all shares redeemed) would be in the best interests of the Fund. These determinations may affect the composition of the investment portfolio, performance and operating expenses of the Fund.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular U.S. Government agency, authority,
enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage
insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the
possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields.
Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Multi-Adviser Risk.
The Fund
has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible that the security selection process of one
adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As a result, the Fund's exposure to a given
security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may
Variable Portfolio Fund of Funds
not be able to invest the proceeds in other investments providing as high a
level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely, extension risk is the risk that an
unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period of time, the portfolio managers may
be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Real
Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to,
among other things, risks similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in
interest rates or property values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors,
changes in the value of the underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other
economic, political, or regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in
their securities, and may be subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as
amended. Some REITs (especially mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Regulatory Risk — Alternative Investments.
Legal, tax, and regulatory developments may adversely affect the Fund and its investments. The regulatory environment for the Fund and certain of its investments is evolving, and changes in the regulation of investment
funds, their managers, and their trading activities and capital markets, or a regulator’s disagreement with the Fund’s or others’ interpretation of the application of certain regulations, may adversely affect the ability of the
Fund to pursue its investment strategy, its ability to obtain leverage and financing, and the value of investments held by the Fund. There has been an increase in governmental, as well as self-regulatory, scrutiny of the investment industry in
general and the alternative investment industry in particular. It is impossible to predict what, if any, changes in regulations may occur, but any regulation that restricts the ability of the Fund or any underlying funds or other investments to
trade in securities or other instruments or the ability of the Fund or underlying funds to employ, or brokers and other counterparties to extend, credit in their trading (as well as other regulatory changes that result) could have a material adverse
impact on the Fund’s performance.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Repurchase Agreements Risk.
Repurchase agreements are agreements in which the seller of a security to the Fund agrees to repurchase that security from the Fund at a mutually agreed upon price and time. Repurchase agreements carry the risk that the
counterparty may not fulfill its obligations under the agreement. This could cause the Fund's income and the value of your investment in the Fund to decline.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
Variable Portfolio Fund of Funds
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector. Companies in the same sector may be similarly affected by economic, regulatory,
political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially
reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Energy Sector.
The Fund may
be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the energy sector are subject to certain risks, including
legislative or regulatory changes, adverse market conditions and increased competition. Performance of such companies may be affected by factors including, among others, fluctuations in energy prices and supply and demand of energy fuels, energy
conservation, the success of exploration projects, local and international politics, and events occurring in nature. For instance, natural events (such as earthquakes, hurricanes or fires in prime natural resources areas) and political events (such
as government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of
resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local
and international politics, and adverse market conditions.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical
Variable Portfolio Fund of Funds
expenses, government approval of medical products and services, competitive
pricing pressures, and the rising cost of medical products and services (especially for companies dependent upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government
regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar litigation as well as product obsolescence.
Industrials Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials
sector are subject to certain risks, including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments
and frequent new product introduction. Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Materials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the materials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the materials sector are subject to certain risks,
including that many materials companies are significantly affected by the level and volatility of commodity prices, exchange rates, import controls, increased competition, environmental policies, consumer demand, and events occurring in nature. For
instance, natural events (such as earthquakes, hurricanes or fires in prime natural resource areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in
the materials sector. Performance of such companies may be affected by factors including, among others, that at times worldwide production of industrial materials has exceeded demand as a result of over-building or economic downturns, leading to
poor investment returns or losses. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The materials sector may also be
affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local and international politics, and adverse market conditions. In addition, prices of, and thus the
Fund’s investments in, precious metals are considered speculative and are affected by a variety of worldwide and economic, financial and political factors. Prices of precious metals may fluctuate sharply.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Short Positions Risk.
The Fund may establish short positions which introduce more risk to the Fund than long positions (where the Fund owns the instrument or other asset) because the maximum sustainable loss on an instrument or other asset
purchased (held long) is limited to the amount paid for the instrument or other asset plus the transaction costs, whereas there is no maximum price of the shorted instrument or other asset when purchased in the open market. Therefore, in theory,
short positions have unlimited risk. The Fund’s use of short positions in effect “leverages” the Fund. Leverage potentially exposes the Fund to greater risks of loss due to unanticipated market movements, which may magnify losses
and increase the volatility of returns. To the extent the Fund takes a short position in a derivative instrument or other asset, this involves the risk of a potentially unlimited increase in the value of the underlying instrument or other
asset.
Variable Portfolio Fund of Funds
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Small Company Securities Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to have less predictable earnings and may lack
the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject. Sovereign debt risk is increased for emerging market issuers.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of uncertainty that can be
associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following the offering. It is
possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Certain “special situation”
investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the
special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of
assets.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and yields on IOs and POs are extremely sensitive to the rate of
principal payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect
the yield to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than
would be the case with a traditional mortgage-backed security.
Stripped Securities Risk.
Stripped securities are the separate income or principal components of debt securities. These securities are particularly sensitive to changes in interest rates, and therefore subject to greater fluctuations in price than typical interest bearing
debt securities.
Tax Risk.
To
qualify for treatment as a regulated investment company, the Fund must meet certain requirements regarding the source of its income. The Fund's investments can be limited by the Fund's intention to qualify as a regulated investment company and can
limit the Fund's ability to so qualify. The tax treatment of certain investments and of the income and gain therefrom under the qualifying income test applicable to regulated investment companies is uncertain, and an adverse determination or future
guidance by the Internal Revenue Service (the IRS) may affect the Fund's ability to qualify for treatment as a regulated investment company, including on a retroactive basis. If the Fund were to fail to qualify as a regulated investment company, or
if it were ineligible to or otherwise could not cure
Variable Portfolio Fund of Funds
such failure, the Fund would be ineligible
(including retroactively) for the favorable tax treatment afforded to regulated investment companies for one or more years, which would adversely affect the value of the Fund. The Fund intends to invest a portion of its assets in the Subsidiary. The
Fund will take steps to ensure that the Fund's income in respect of the Subsidiary will constitute as qualifying income. Failure to do so could impact the ability of the Fund to qualify for treatment as a regulated investment company. If a net loss
is realized by the Subsidiary, such loss is not generally available to offset the income of the Fund. Also, net losses realized by the Subsidiary cannot be carried forward to offset income of the Subsidiary in future years.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Valuation Risk.
The sales
price the Fund (or an underlying fund or other investment vehicle) could receive for any particular investment may differ from the Fund’s (or an underlying fund’s or other investment vehicle’s) valuation of the investment,
particularly for securities that trade in thin or volatile markets or that are valued using a fair value methodology that produces an estimate of the fair value of the security/instrument, which may prove to be inaccurate. Investors who purchase or
redeem Fund shares on days when the Fund is holding securities or other instruments (or holding shares of underlying funds or other investment vehicles that have fair-valued securities or other instruments in their portfolios) may receive fewer or
more shares or lower or higher redemption proceeds than they would have received if the Fund (or underlying fund or other investment vehicle) had not fair-valued the security or instrument or had used a different valuation methodology.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Warrants and Rights Risk.
Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified period or perpetually. Warrants are
subject to the risks associated with the security underlying the warrant, including market risk. Warrants may expire unexercised and are subject to liquidity risk which may result in Fund losses. Rights are available to existing shareholders of an
issuer to enable them to maintain proportionate ownership in the issuer by being able to buy newly issued shares. Rights allow shareholders to buy the shares below the current market price. Holders can exercise the rights and purchase the stock,
sell the rights or let them expire. Their value, and their risk of investment loss, is a function of that of the underlying security.
Zero-Coupon Bonds Risk.
Zero-coupon bonds are bonds that do not pay interest in cash on a current basis, but instead accrue interest over the life of the bond. As a result, these securities are issued at a discount and their values may fluctuate more than the values of
similar securities that pay interest periodically. Although these securities pay no interest to holders prior to maturity, interest accrued on these securities is reported as income to the Fund and affects the amounts distributed to its
shareholders, which may cause the Fund to sell investments to obtain cash to make income distributions to shareholders, including at times when it may not be advantageous to do so.
[This page intentionally left blank]
Variable Portfolio Fund of Funds
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Funds are sold exclusively as underlying
options of variable insurance policies and variable annuity contracts issued by affiliated insurance companies. Please refer to the Contract prospectus that describes your annuity contract or insurance policy for information about how to buy, sell
and transfer your investment among shares of the Funds.
Additional Information About the Funds
Additional information about each Fund’s investments is
available in the Funds’ SAI, annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected each Fund’s performance during
its last fiscal year. The SAI also provides additional information about the Funds and their policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Funds and to make shareholder inquiries, please contact the Funds as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
You can review and copy
information about the Funds (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090.
Reports and other information about the Funds are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-21852.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia
Variable Portfolio – Commodity Strategy Fund
The Fund may offer Class 1 and Class 2 shares to separate
accounts funding variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and other qualified
institutional investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). There are no exchange ticker symbols associated with shares of the Fund.
The Securities and Exchange Commission (SEC) and the Commodity
Futures Trading Commission (CFTC) have not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio - Commodity Strategy
Fund
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3
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3
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3
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4
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4
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10
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11
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11
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11
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11
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12
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12
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12
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14
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21
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25
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27
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28
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29
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30
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30
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30
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31
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33
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36
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36
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36
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38
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Columbia Variable Portfolio - Commodity Strategy
Fund
Investment Objective
Columbia Variable Portfolio – Commodity
Strategy Fund (the Fund) seeks to provide shareholders with total return.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.63%
|
0.63%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.11%
|
0.11%
|
Total
annual Fund operating expenses
|
0.74%
|
0.99%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
76
|
$237
|
$411
|
$
918
|
Class
2
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Portfolio Turnover
The Fund may pay transaction costs, such as commissions, when
it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the
Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 0% of the average value of its portfolio.
In accordance with industry practice, derivative instruments
and instruments with a maturity of one year or less at the time of acquisition are excluded from the calculation of the portfolio turnover rate which leads to the 0% portfolio turnover rate reported above. If these instruments were included in the
calculation, the Fund would have a high portfolio turnover rate (typically greater than 300% (as discussed below under
Principal Investment Strategies
)).
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
Principal Investment Strategies
Under normal circumstances, the Fund seeks to maintain
substantial economic exposure to the performance of the commodities markets. The Fund invests, directly or indirectly, in a portfolio of commodity-linked investments, such as commodity-linked futures, structured notes and/or swaps, that are designed
to provide exposure to the investment return of assets that trade in the commodities markets, without investing directly in physical commodities. A substantial portion of the Fund’s net assets will also be invested in a portfolio of fixed
income securities rated investment-grade or, if unrated, deemed of comparable quality, which will consist primarily of: (i) U.S. Government securities, corporate debt securities, mortgage-backed securities and/or asset-backed securities; and/or (ii)
shares of an affiliated money market fund. In addition to investing in these holdings for their income-producing potential, these holdings will be designated by the Fund, as necessary, to serve as collateral with respect to the Fund’s
commodity-linked investments.
The Fund primarily expects
to gain exposure to the commodities markets by investing up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands (the Subsidiary). The Subsidiary’s commodity-linked
investments are expected to produce leveraged exposure to the performance of the commodities markets. It is expected that the gross notional value of the Fund’s (including the Subsidiary’s) commodity-linked investments will be equivalent
to at least 90% of the Fund’s net assets. Like the Fund, the Subsidiary will not invest directly in physical commodities. The Subsidiary also invests in investment-grade fixed income securities and shares of an affiliated money market fund for
investment purposes or to serve as collateral for its commodity-linked investments. The Fund’s investment in the Subsidiary permits it to gain exposure to the commodities markets in a potentially tax-efficient manner. The Subsidiary has the
same investment objective as the Fund and, like the Fund, is managed by Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager) and subadvised by Threadneedle International Limited (Threadneedle).
The Fund may invest in derivatives,
including futures contracts (including commodity-linked futures), options contracts (including options on futures contracts), structured investments (including commodity-linked structured notes) and swaps (including commodity-linked swaps) to
increase, modify or reduce market exposures, increase investment flexibility and/or to hedge existing positions. Actual exposures will vary over time based on factors such as market movements and assessments of market conditions by the Fund's
portfolio managers. The Fund may engage in derivative transactions on both U.S. and foreign exchanges or in the "over-the-counter" (OTC) market. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the energy and materials sectors.
In constructing the Fund’s fixed-income portfolio,
Threadneedle seeks to identify a portfolio of investment-grade fixed income securities, generally with a dollar-weighted average portfolio duration of 1 year or less.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities. Additionally, the Fund’s strategy of investing in derivative instruments and instruments with a maturity of one year or less at the time of acquisition, will also contribute to frequent portfolio trading and
high portfolio turnover (typically greater than 300% per year).
Principal Risks
An investment in the Fund involves
risks, including those associated with the Fund’s investment in the Subsidiary, as described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The
value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or
any other government agency. (References in this section to “the Fund” also include the Subsidiary, which shares the same risks as the Fund.)
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
Commodity Futures Trading Commission (CFTC) Regulatory Risk.
The Fund does not qualify for an exemption from registration as a “commodity pool” under rules of the Commodity Exchange Act (the CEA). Accordingly, the Fund is a commodity pool under the CEA and the
Investment Manager is registered as a “commodity pool operator” under the CEA. The Fund is subject to dual regulation by the SEC and the CFTC. Compliance with the CFTC’s regulatory requirements could increase Fund expenses,
adversely affecting the Fund’s total return.
Commodity-related Investment Risk.
The value of commodities investments will generally be affected by overall market movements and factors specific to a particular industry or commodity, which may include demand for the commodity, weather, embargoes,
tariffs, and economic health, political, international, regulatory and other developments. Exposure to commodities and commodities markets may subject the value of the Fund’s investments to greater volatility than other types of investments.
Commodities investments may also subject the Fund to counterparty risk and liquidity risk. The Fund may make commodity-related investments through one or more wholly-owned subsidiaries organized outside the U.S. that are generally not subject to
U.S. laws (including securities laws) and their protections.
Commodity-related Tax Risk.
The Fund intends to qualify for treatment as a regulated investment company under the Internal Revenue Code of 1986, as amended. The Fund’s investments in commodities or commodity-related investments can be
limited by the Fund’s intention to qualify as a regulated investment company and can limit the Fund’s ability to so qualify.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
market price on the delivery date is less
than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a
maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting
contract and may incur a loss to the extent there has been adverse movement in futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the
extent participants make or take delivery, liquidity in the futures market could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio.
As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are
highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the
Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments may lack a liquid secondary market and
their prices or value can be volatile which could result in significant losses for the Fund. Structured investments may create economic leverage which may increase the volatility of the value of the investment. Structured investments can increase
the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Investing in Wholly-Owned Subsidiary Risk.
By investing in a Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The Fund’s Principal Risks may also apply to a Subsidiary in which the Fund invests
(which are described in this prospectus). There can be no assurance that the investment objective of a Subsidiary will be achieved. Changes in the laws of the United States and/or the Cayman Islands, under which the Fund and any Subsidiary in which
it invests, respectively, are organized, could result in the inability of the Fund and/or the Subsidiary to operate as described in this prospectus and the Fund’s Statement of Additional Information (SAI) and could adversely affect the Fund
and its shareholders.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may
be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or
factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the
Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the
holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
of the Fund’s investments in less
liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing
regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less
liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to
liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an
increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long periods. In
general, commodity investments tend to have greater price volatility than debt securities.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. By investing in a Money Market Fund,
the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent
the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities
they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money
market funds.
Mortgage- and Other
Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest
rates; factors concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements;
or the market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a
particular U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks,
savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are
subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money
received in securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the energy and materials sectors. Companies in
the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the
more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Energy Sector.
The Fund may
be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the energy sector are subject to certain risks, including
legislative or regulatory changes, adverse market conditions and increased competition. Performance of such companies may be affected by factors including, among others, fluctuations in energy prices and supply and demand of energy fuels, energy
conservation, the success of exploration projects, local and international politics, and events occurring in nature. For instance, natural events (such as earthquakes, hurricanes or fires in prime natural resources areas) and political events (such
as government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of
resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local
and international politics, and adverse market conditions.
Materials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the materials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the materials sector are subject to certain risks,
including that many materials companies are significantly affected by the level and volatility of commodity prices, exchange rates, import controls, increased competition, environmental policies, consumer demand, and events occurring in nature. For
instance, natural events (such as earthquakes, hurricanes or fires in prime natural resource areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in
the materials sector. Performance of such companies may be affected by factors including, among others, that at times worldwide production of industrial materials has exceeded demand as a result of over-building or economic downturns, leading to
poor investment returns or losses. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The materials sector may also be
affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local and international politics, and adverse market conditions. In addition, prices of, and thus the
Fund’s investments in, precious metals are considered speculative and are affected by a variety of worldwide and economic, financial and political factors. Prices of precious metals may fluctuate sharply.
Tax Risk.
To qualify for
treatment as a regulated investment company, the Fund must meet certain requirements regarding the source of its income. The Fund's investments can be limited by the Fund's intention to qualify as a regulated investment company and can limit the
Fund's ability to so qualify. The tax treatment of certain investments and of the income and gain therefrom under the qualifying income test applicable to regulated investment companies is uncertain, and an adverse determination or future guidance
by the Internal Revenue Service (the IRS) may affect
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
the Fund's ability to qualify for treatment
as a regulated investment company, including on a retroactive basis. If the Fund were to fail to qualify as a regulated investment company, or if it were ineligible to or otherwise could not cure such failure, the Fund would be ineligible (including
retroactively) for the favorable tax treatment afforded to regulated investment companies for one or more years, which would adversely affect the value of the Fund. The Fund intends to invest a portion of its assets in the Subsidiary. The Fund will
take steps to ensure that the Fund's income in respect of the Subsidiary will constitute as qualifying income. Failure to do so could impact the ability of the Fund to qualify for treatment as a regulated investment company. If a net loss is
realized by the Subsidiary, such loss is not generally available to offset the income of the Fund. Also, net losses realized by the Subsidiary cannot be carried forward to offset income of the Subsidiary in future years.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 (follow the prompts or ask for a representative) or by sending an e-mail to
serviceinquiries@columbiathreadneedle.com.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2016
|
13.14%
|
Worst
|
4th Quarter 2014
|
-14.88%
|
Columbia Variable Portfolio - Commodity Strategy
Fund
Summary of the Fund
(continued)
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
Life
of Fund
|
Class
1
|
04/30/2013
|
12.83%
|
-11.37%
|
Class
2
|
04/30/2013
|
12.37%
|
-11.60%
|
Bloomberg
Commodity Index Total Return
(reflects no deductions for fees, expenses or taxes)
|
|
11.77%
|
-10.78%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Subadviser:
Threadneedle International Limited
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Donora
|
|
Portfolio
Manager and Head of Commodities at Threadneedle International Limited
|
|
Co-manager
|
|
2013
|
Nicolas
Robin
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Co-manager
|
|
2013
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Payments to Broker-Dealers and Other
Financial Intermediaries
If you make allocations to the
Fund, the Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund.
These payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your
financial advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
Investment Objective
Columbia Variable Portfolio – Commodity
Strategy Fund (the Fund) seeks to provide shareholders with total return.
The Fund’s investment objective is not a fundamental policy and may be
changed by the Fund’s Board of Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund seeks to maintain
substantial economic exposure to the performance of the commodities markets. The Fund invests, directly or indirectly, in a portfolio of commodity-linked investments, such as commodity-linked futures, structured notes and/or swaps, that are designed
to provide exposure to the investment return of assets that trade in the commodities markets, without investing directly in physical commodities. A substantial portion of the Fund’s net assets will also be invested in a portfolio of fixed
income securities rated investment-grade or, if unrated, deemed of comparable quality, which will consist primarily of: (i) U.S. Government securities, corporate debt securities, mortgage-backed securities and/or asset-backed securities; and/or (ii)
shares of an affiliated money market fund. In addition to investing in these holdings for their income-producing potential, these holdings will be designated by the Fund, as necessary, to serve as collateral with respect to the Fund’s
commodity-linked investments.
The Fund primarily expects
to gain exposure to the commodities markets by investing up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands (the Subsidiary). The Subsidiary’s commodity-linked
investments are expected to produce leveraged exposure to the performance of the commodities markets. It is expected that the gross notional value of the Fund’s (including the Subsidiary’s) commodity-linked investments will be equivalent
to at least 90% of the Fund’s net assets. Like the Fund, the Subsidiary will not invest directly in physical commodities. The Subsidiary also invests in investment-grade fixed income securities and shares of an affiliated money market fund for
investment purposes or to serve as collateral for its commodity-linked investments. The Fund’s investment in the Subsidiary permits it to gain exposure to the commodities markets in a potentially tax-efficient manner. The Subsidiary has the
same investment objective as the Fund and, like the Fund, is managed by Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager) and subadvised by Threadneedle International Limited (Threadneedle).
The Fund (primarily through the Subsidiary) is expected to
invest significantly in commodity-linked futures contracts in furtherance of its investment objective. Futures contracts are standardized, exchange-traded contracts that provide for the sale or purchase of a specified financial instrument, asset
(e.g., commodity) or currency at a future time at a specified price. The value of a futures contract tends to increase and decrease in tandem with the value of the underlying instrument. Depending on the terms of the particular contract, futures
contracts are settled through either physical delivery of the underlying instrument on the settlement date or by payment of a cash settlement amount on the settlement date. In particular, commodity futures contracts normally specify a certain date
for the delivery of the underlying physical commodity. In order to avoid the delivery process and maintain a long futures position, the Fund and the Subsidiary will typically replace futures contracts as they approach expiration by contracts that
have a later expiration. This process is known as “rolling” a futures position. As a result, the Fund and the Subsidiary do not expect to engage in physical settlement of commodities futures.
The Fund and the Subsidiary may also utilize commodity-linked
structured notes to gain exposure to commodities markets.
The Fund and the Subsidiary typically have the right to
“put” (or sell) a commodity-linked structured note to the issuer at any time, at a price that is calculated based on the price movement of the underlying variable. Commodity-linked structured notes have characteristics of both a debt
security and a commodity-linked derivative. Typically, commodity-linked structured notes are issued by a bank or other financial institution or a commodity producer at a specified face value (for example $100 or $1,000). They usually pay interest at
a fixed or floating rate until they mature, which is normally in 12 to 18 months. At maturity, the Fund or the Subsidiary, as the case may be, receives a payment that is calculated based on the price increase or decrease of an underlying
commodity-related variable and may be based on a multiple of the price movement of that variable. The underlying commodity-related variable may be a physical
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
commodity (such as heating oil, livestock, or agricultural products), a
commodity futures or option contract, a commodity index (such as the S&P GSCI), or some other readily measurable variable that reflects changes in the value of particular commodities or the commodities markets. A typical commodity-linked
structured note also provides that the issuer will automatically repurchase the note from the Fund or the Subsidiary, as the case may be, if the value of the note decreases to a specified level based on the price of the underlying variable.
The Fund and the Subsidiary may also invest in
commodity-linked swaps. Commodity-linked swaps are two party contracts in which the parties agree to exchange the return or interest rate on one instrument for the return of a particular commodity, commodity index or commodities futures or options
contract. The payment streams are calculated by reference to an agreed upon notional amount.
Derivatives, including those described above
and options contracts (including options on futures contracts), may also be utilized to increase, modify or reduce market exposures, increase investment flexibility and/or to hedge existing positions. Actual exposures will vary over time based on
factors such as market movements and assessments of market conditions by the Fund’s portfolio managers. The Fund may engage in derivative transactions on both U.S. and foreign exchanges or in the “over-the-counter” (OTC) market.
The Fund may from time to time emphasize one or more sectors in selecting its investments, including the energy and materials sectors.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities. Additionally, the Fund’s strategy of investing in derivative instruments and instruments with a maturity of one year or less at the time of acquisition, will also contribute to frequent portfolio trading and
high portfolio turnover (typically greater than 300% per year).
Columbia Management serves as the investment manager to the
Fund and is responsible for oversight of the Fund’s subadviser, Threadneedle, an indirect wholly-owned subsidiary of Ameriprise Financial, Inc., the parent company of the Investment Manager.
Investment Process
In constructing the Fund’s exposure to commodities
markets, Threadneedle seeks to exploit temporary market inefficiencies or other events and identify investment opportunities across a broad spectrum of the commodities markets through the use of both macroeconomic assessments of commodity sectors
(such as industrial metals sector, precious metals sector, energy sector and agriculture sector) and fundamental analyses of individual commodities (such as aluminum, zinc, silver, platinum, crude oil, natural gas, corn, cocoa, etc.). In analyzing
conditions for investment in particular sectors and applying macroeconomic analysis, the Fund’s portfolio managers will rely on economic research, investment themes and sector weighting and asset allocation considerations. The portfolio
managers’ views of individual commodities are driven by market information (i.e., relative value) and fundamental inputs (e.g., short-term shifts in supply and demand, weather conditions for particular agricultural commodities), technical
inputs (e.g., volatility, market trends), seasonal inputs (e.g., seasonal period performance), and structural and liquidity inputs (e.g., heavy shorting in market against a particular commodity). The portfolio managers will then implement their
approach by constructing a portfolio that is generally allocated among a variety of commodity sectors. The portfolio managers will consider which type of commodity-linked investment is best suited to provide the desired exposure to the commodities
markets at a given point in time and the extent to which investments should be made directly or indirectly through the Subsidiary.
In constructing the Fund’s fixed-income portfolio,
Threadneedle seeks to identify a portfolio of investment-grade fixed income securities, generally with a dollar-weighted average portfolio duration of 1 year or less. Duration measures the sensitivity of bond prices to changes in interest rates. The
longer the duration of a bond, the more sensitive it will be to changes in interest rates. For example, a three-year duration means a bond is expected to decrease in value by 3% if interest rates rise 1% and increase in value by 3% if interest rates
fall 1%. In pursuing the Fund’s investment objective, Threadneedle has considerable flexibility in deciding which investments it buys, holds or sells on a day-to-day basis.
Threadneedle actively manages the Fund’s and the
Subsidiary’s exposure to commodities markets and will rebalance commodity sector positions and weightings when there are perceived opportunities in other sectors or in other individual commodities.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
Principal Risks
An investment in the Fund involves
risks, including those associated with the Fund’s investment in the Subsidiary, as described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The
value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or
any other government agency. (References in this section to “the Fund” also include the Subsidiary, which shares the same risks as the Fund.)
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Commodity Futures Trading Commission (CFTC) Regulatory Risk.
The Fund does not qualify for an exemption from registration as a “commodity pool” under rules of the Commodity Exchange Act (the CEA). Accordingly, the Fund is a commodity pool under the CEA and the
Investment Manager is registered as a “commodity pool operator” under the CEA. The Fund is subject to dual regulation by the SEC and the CFTC. Compliance with the CFTC’s regulatory requirements could increase Fund expenses,
adversely affecting the Fund’s total return.
Commodity-related Investment Risk.
The value of commodities investments will generally be affected by overall market movements and factors specific to a particular industry or commodity, which may include demand for the commodity, weather, embargoes,
tariffs, and economic health, political, international, regulatory and other developments. Economic and other events (whether real or perceived) can reduce the demand for commodities, which may, in turn, reduce market prices and cause the value of
Fund shares to fall. The frequency and magnitude of such changes cannot be predicted. Exposure to commodities and commodities markets may subject the value of the Fund's investments to greater volatility than other types of investments. No, or
limited, active trading market may exist for certain commodities investments, which may impair the ability to sell or to realize the full value of such investments in the event of the need to liquidate such investments. In addition, adverse market
conditions may impair the liquidity of actively traded commodities investments. Certain types of commodities instruments are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the
terms of the instrument. The Fund may make commodity-related investments through one or more wholly-owned subsidiaries organized outside the U.S. that are generally not subject to U.S. laws (including securities laws) and their protections. However,
any such subsidiary is wholly owned and controlled by the Fund, making it unlikely that the subsidiary will take action contrary to the interests of the Fund and its shareholders. Further, any such subsidiaries will be subject to the laws of a
foreign jurisdiction, and can be adversely affected by developments in that jurisdiction.
Commodity-related Tax Risk.
The Fund intends to qualify for treatment as a regulated investment company
under the Internal Revenue Code of 1986, as amended. The Fund’s investments in commodities or
commodity-related investments
can be limited by the Fund’s intention to qualify as a regulated investment company
and can limit the Fund’s ability to so
qualify.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities. Non-investment grade
fixed-income instruments (commonly called “high-yield” or
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
“junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund
are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that
losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and
the risk that the price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic
developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
■
|
A
commodity-linked future
is a derivative that is an agreement to buy or sell one or more commodities (such as crude oil, gasoline and natural gas), basket of commodities or indices of commodity futures at a specific
date in the future at a specific price.
|
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. The Fund
may purchase or write (i.e., sell) put and call options on an underlying reference it is otherwise permitted to invest in. By investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a
disadvantageous price on or before the expiration date. If the Fund sells a put option, the Fund may be required to buy the underlying reference at a strike price that is above market price, resulting in a loss. If the Fund sells a call option, the
Fund may be required to sell the underlying reference at a strike price that is below market price, resulting in a loss. If the Fund sells a call option that is not covered (it does not own the underlying reference), the Fund's losses are
potentially unlimited. Options may involve economic leverage, which could result in greater volatility in price movement. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments typically provide interest income, thereby
offering a potential yield advantage over investing directly in an underlying reference. Structured investments may lack a liquid secondary market and their prices or value can be volatile which could result in significant losses for the Fund. In
some cases, depending on its terms, a structured investment may provide that principal and/or interest payments may be adjusted below zero resulting in a potential loss of principal and/or interest payments. Additionally, the particular terms of a
structured investment may create economic leverage by requiring payment by the issuer of an amount that is a multiple of the price change of the underlying reference. Economic leverage will increase the volatility of structured investment prices,
and could result in increased losses for the Fund. The Fund’s use of structured instruments may not work as intended. If structured investments are used to reduce the duration of the Fund’s portfolio, this may limit the Fund’s
return when having a longer duration would be beneficial (for instance, when interest rates decline). Structured investments can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market
risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
A
commodity-linked structured note
is a derivative (structured investment) that has principal and/or interest payments based on the market price of one or more particular commodities (such as crude oil, gasoline and
natural gas), a basket of commodities, indices of commodity futures or other economic variable. If payment of interest on a commodity-linked structured note is linked to the value of a particular commodity, basket of commodities, commodity index or
other economic variable, the Fund might receive lower interest payments (or not receive any of the interest due) on its investments if there is a loss of value in the underlying reference. Further, to the extent that the amount of principal to be
repaid upon maturity is linked to the value of a particular commodity, basket of commodities, commodity index or other economic variable, the Fund might not receive a portion (or any) of the principal at maturity of the investment or upon earlier
exchange. At any time, the risk of loss associated with a particular structured note in the Fund’s portfolio may be significantly higher than the value of the note. A liquid secondary market may not exist for the commodity-linked structured
notes held in the Fund’s portfolio, which may make it difficult for the notes to be sold at a price acceptable to the portfolio manager(s) or for the Fund to accurately value them.
|
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such
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that a relatively small price movement in a swap may result in immediate and
substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap transactions and total return swaps, have
the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and
interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
A
commodity-linked swap
is a derivative (swap) that is an agreement where the underlying reference is the market price of one or more particular commodities (such as crude oil, gasoline and natural gas), basket of
commodities or indices of commodity futures.
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Frequent Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other transaction costs, which could
reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Investing in Wholly-Owned Subsidiary Risk.
By investing in a Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The Fund’s Principal Risks may also apply to a Subsidiary in which the Fund invests
(which are described in this prospectus). There can be no assurance that the investment objective of a Subsidiary will be achieved. No Subsidiary is registered under the 1940 Act and, except as otherwise noted in this prospectus, no Subsidiary is
subject to the investor protections of the 1940 Act. However, the Fund wholly owns and controls any Subsidiary in which it invests, and the Fund and any Subsidiary in which it invests are managed by Columbia Management, making it unlikely that a
Subsidiary will take action contrary to the interests of the Fund and its shareholders. The Fund’s Board has oversight responsibility for the investment activities of the Fund, including its investment in any Subsidiary, and the Fund’s
role as sole shareholder of the Subsidiary. In managing a Subsidiary’s investment portfolio, Columbia Management, or the Subsidiary’s subadviser (if any), will manage the Subsidiary’s portfolio in accordance with the Fund’s
investment policies and restrictions. Changes in the laws of the United States and/or the Cayman Islands, under which the Fund and any Subsidiary in which it invests, respectively, are organized, could result in the inability of the Fund and/or the
Subsidiary to operate as described in this prospectus and the SAI and could adversely affect the Fund and its shareholders. For example, the Cayman Islands currently does not impose any income, corporate or capital gains tax, estate duty,
inheritance tax, gift tax or withholding tax on any Subsidiary. If Cayman Islands law is changed and a Subsidiary is required to pay Cayman Island taxes, the investment returns of the Fund would likely decrease.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
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Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be
advantageous to do so to satisfy its obligations or to meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain large
investment exposures in return for meeting relatively small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as derivatives,
the Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may
also exaggerate the Fund's volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more
difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s
exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the
proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in
times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment
plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less
frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall
market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety
of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in
the Fund could lose money over short or long periods. The market values of the securities the Fund holds can be affected by changes or perceived changes in U.S. or foreign economies and financial markets, and the liquidity of these securities, among
other factors. In general, commodity investments tend to have greater price volatility than debt securities. In addition, commodity prices may be sensitive to rising interest rates, as the cost of capital rises and borrowing costs
increase.
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Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. To the extent these fees and expenses, along with the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets,
they will be reflected in the Annual Fund Operating Expenses set forth in the table under “Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in
direct proportion to such investment. The money market fund may not achieve its investment objective.
The Fund, through its investment in the money market fund, may not achieve its investment objective. To
the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market
funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance
and/or yield of money market funds.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the
holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed
securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during
periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be
difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment
of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government
National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)),
which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers
(such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by
governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private
issuer.
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Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the energy and materials sectors. Companies in
the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the
more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Energy Sector.
The Fund may
be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the energy sector are subject to certain risks, including
legislative or regulatory changes, adverse market conditions and increased competition. Performance of such companies may be affected by factors including, among others, fluctuations in energy prices and supply and demand of energy fuels, energy
conservation, the success of exploration projects, local and international politics, and events occurring in nature. For instance, natural events (such as earthquakes, hurricanes or fires in prime natural resources areas) and political events (such
as government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of
resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local
and international politics, and adverse market conditions.
Materials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the materials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the materials sector are subject to certain risks,
including that many materials companies are significantly affected by the level and volatility of commodity prices, exchange rates, import controls, increased competition, environmental policies, consumer demand, and events occurring in nature. For
instance, natural events (such as earthquakes, hurricanes or fires in prime natural resource areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in
the materials sector. Performance of such companies may be affected by factors including, among others, that at times worldwide production of industrial materials has exceeded demand as a result of over-building or economic downturns, leading to
poor investment returns or losses. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The materials sector may also be
affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local and international politics, and adverse market conditions. In addition, prices of, and thus the
Fund’s investments in, precious metals are considered speculative and are affected by a variety of worldwide and economic, financial and political factors. Prices of precious metals may fluctuate sharply.
Tax Risk.
To qualify as a
regulated investment company, the Fund must derive at least 90% of its gross income for each taxable year from sources treated as “qualifying income” under the Internal Revenue Code of 1986, as amended, and meet certain asset
diversification requirements, including that, at the end of each quarter of the Fund's taxable year, not more than 25% of the value of its total assets be invested including through corporations in which the Fund owns a 20% or greater voting stock
interest in any single issuer. The Fund's investments can be
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limited by the Fund's intention to qualify
as a regulated investment company and can limit the Fund's ability to so qualify. The tax treatment of certain of the Fund's investments and of the income and gain therefrom for these purposes is uncertain, and an adverse determination or future
guidance by the IRS may affect the Fund's ability to qualify for treatment as a regulated investment company, including on a retroactive basis. If the Fund were to fail to qualify as a regulated investment company, or if it were ineligible to or
otherwise could not cure such failure, the Fund would be ineligible (including retroactively) for the favorable tax treatment afforded to it as such for one or more years, which would adversely affect the value of the Fund. The Fund intends to
invest a portion of its assets in the Subsidiary. The Fund will take steps to ensure that the Fund's income in respect of the Subsidiary will constitute as qualifying income. Failure to do so could impact the abilty of the Fund to qualify for
treatment as a regulated investment company. If a net loss is realized by the Subsidiary, such loss is not generally available to offset the income of the Fund. Also, net losses realized by the Subsidiary cannot be carried forward to offset income
of the Subsidiary in future years. Please refer to “Distributions and Taxes” in this prospectus or to “Taxation” in the SAI for additional information about the U.S. federal income tax treatment of the Fund.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the SAI. The Fund may choose not to invest in certain securities described in this prospectus and in the SAI, although it has the ability to do so.
Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to
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lose more money than it would have lost had it invested in the underlying
security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may result in increased volatility in the value of the derivative and/or the Fund’s shares, among other
consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to
sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives traded in the over-the-counter market are subject to the risk that the other party will not meet its
obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also
may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new
clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose significant costs or other burdens upon the Fund’s participation in derivatives transactions. For
more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying
Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds, because the affiliated products
may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its fixed costs would be spread over
a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales of Underlying Fund shares.
Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying Funds may experience
increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of time in order to
manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption activity), for shares
of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate positions more rapidly than
would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or more liquid) positions,
leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business, within seven days, at
approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The Investment Manager or its
affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
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Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
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Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year, may vary by share class and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratios reflect the Fund’s fee arrangements
as of the date of this prospectus and, unless indicated otherwise, are based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund Operating Expenses
table, no adjustments have been or will be made to the expense ratios to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year
and the date of this prospectus or a later date. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be higher than the expense ratios presented in the
Annual Fund Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit the impact of any
increase in the Fund’s expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii)
distribution and/or service fees, and (iii) other expenses. Management fees do not vary by class, but distribution and/or service fees and other expenses may vary by class.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
Fee Waiver/Expense Reimbursement Arrangements and Impact on
Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that the
Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
Columbia
Variable Portfolio – Commodity Strategy Fund
|
Class
1
|
1.01%
|
Class
2
|
1.26%
|
Under the agreement, the following
fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated
with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses
associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved
by the Fund’s Board. This agreement may be modified or amended only with approval from all parties.
Effect of Fee Waivers and/or Expense Reimbursements on Past
Performance.
The Fund’s returns shown in the
Performance Information
section of this prospectus reflect the
effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements, the Fund’s returns
might have been lower.
Obtaining Recent Net Asset
Value Per Share
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time. For additional information on how the Fund calculates its NAV, see
About Fund Shares and
Transactions
—
Share Price Determination
below.
You may obtain the current NAV of Fund shares at no cost by
calling 800.345.6611 (follow the prompts or ask for a representative) or by sending an e-mail to serviceinquiries@columbiathreadneedle.com.
Primary Service Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund. The Investment Manager is responsible for the investment management of the Fund, but has delegated certain of its duties, including day-to-day portfolio management of all or a portion
of the Fund’s assets to one or more investment subadvisers that determine what securities and other investments the Fund should buy or sell and executes these portfolio transactions. The Investment Manager is also responsible for overseeing
the administrative operations of the Fund, including the general supervision of the Fund’s operations, the coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships.
The Fund pays the
Investment Manager a fee for its management services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1,
2016, the Fund paid the Investment Manager an advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees
paid to the Investment Manager by the Fund, including all advisory and administrative fees paid to the Investment Manager during the period, amounted to 0.63% of average daily net assets of the Fund, before any applicable reimbursements. A
discussion regarding the basis for the Board’s approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
The Investment Manager has, with the approval of the Board,
engaged an investment subadviser(s) to make the day-to-day investment decisions for the Fund. The Investment Manager pays the subadviser(s) for investment advisory services and retains ultimate responsibility (subject to Board oversight) for
overseeing any subadviser it engages and for evaluating the Fund’s needs and the subadvisers’ skills and abilities on an ongoing basis. Based on its evaluations, the Investment Manager may at times recommend to the Board that the Fund
change, add or terminate one or more subadvisers; continue to retain a subadviser even though the subadviser’s ownership or corporate structure has changed; or materially change a subadvisory agreement with a subadviser. A discussion regarding
the basis for the Board’s approval of the renewal of the investment subadvisory agreement with Threadneedle is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Subadviser
Threadneedle, which has served as Subadviser to the Fund and
the Subsidiary since April 2013, is located at Cannon Place, 78 Cannon Street, London EC4N 6AG, United Kingdom. Threadneedle is an affiliate of the Investment Manager, and an indirect wholly-owned subsidiary of Ameriprise Financial. Threadneedle was
founded in 1994 and has experience managing investment strategies covering equities, fixed income, real estate, asset allocation and alternatives.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s and the Subsidiary's investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers,
and ownership by the portfolio managers of Fund shares.
Subadviser:
Threadneedle
International Limited
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
David
Donora
|
|
Portfolio
Manager and Head of Commodities at Threadneedle International Limited
|
|
Co-manager
|
|
2013
|
Nicolas
Robin
|
|
Portfolio
Manager at Threadneedle International Limited
|
|
Co-manager
|
|
2013
|
Mr. Donora
joined Threadneedle in 2008 as a fund manager specializing in commodities. Prior to joining Threadneedle, Mr. Donora worked at Marine Midland Bank, UBS AG, Canadian Imperial Bank of Commerce and Refco Overseas Ltd. Mr.
Donora began his investment career in 1982 and earned a B.A. in Finance from the University of Notre Dame.
Mr. Robin
joined Threadneedle
in 2010 as a fund manager specializing in commodities. Prior to joining Threadneedle, Mr. Robin worked at Barep Asset Management (Société Générale Group) and JPMorgan Chase & Co. Mr. Robin began his investment career in 2001
and earned a BSc in Government and Economics and MSc in Political Theory from the London School of Economics.
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other
services to Contract owners, Qualified Plan participants and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other
financial intermediaries.
Other Roles and
Relationships of Ameriprise Financial and its Affiliates — Certain Conflicts of Interest
The Investment Manager, Distributor and Transfer Agent, all
affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide other services to these funds and be compensated for
them.
The Investment Manager and its affiliates may
provide investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may
present actual and potential conflicts of interest and introduce certain investment constraints.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio - Commodity Strategy
Fund
More Information About the Fund
(continued)
About the Fund’s Wholly-Owned Subsidiary
The Subsidiary is an exempted company organized under the laws
of the Cayman Islands. The Fund will invest in the Subsidiary in order to gain exposure to the commodities markets within the limitations of Subchapter M of the U.S. Internal Revenue Code of 1986, as amended, applicable to “regulated
investment companies.” The Fund must invest no more than 25% of its total assets in the Subsidiary as of the end of each quarter of its taxable year.
The Subsidiary is overseen by its own board of directors.
However, the Fund’s Board maintains oversight responsibility for investment activities of the Subsidiary generally as if the Subsidiary’s investments were held directly by the Fund. Columbia Management is responsible for the
Subsidiary’s day-to-day business pursuant to a separate investment management services agreement between the Subsidiary and Columbia Management, and Threadneedle selects the Subsidiary’s investments pursuant to an addendum to the
Subadvisory Agreement with Columbia Management. Under these agreements, Columbia Management and Threadneedle provide the Subsidiary with the same type of management and subadvisory services, under the same terms, as are provided to the Fund. The
Subsidiary has entered into separate contracts for the provision of administrative and custody services with the same service providers who provide these services to the Fund. The Subsidiary will bear the fees and expenses incurred in connection
with the advisory, administrative and custody services that it receives. The Fund expects that the expenses borne by the Subsidiary will not be material in relation to the value of the Fund’s assets.
In determining which investments
should be bought and sold for the Subsidiary, and in adhering to the Fund’s compliance policies and procedures, Columbia Management will treat the assets of the Subsidiary as if the assets were held directly by the Fund. Columbia Management
will also treat the assets of the Subsidiary as if the assets were held directly by the Fund with respect to its adherence to the Fund’s investment policies and restrictions.
Please refer to the SAI for additional information about the
organization and management of the Subsidiary.
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 1 and Class 2 shares.
|
Class
1 Shares
|
Class
2 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or qualified pension and retirement
plans (Qualified Plans) or other eligible investors authorized by the Distributor.
|
Investment
Limits
|
none
|
none
|
Conversion
Features
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
none
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract, qualified pension or retirement plan sponsors or the financial intermediary that employs your financial advisor. Financial intermediaries also include
broker-dealers and financial advisors as well as firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services
industry, including Ameriprise Financial and its affiliates.
Distribution and/or Service Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 shares. The distribution
fee for Class 2 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling shares of the Fund and/or providing services to investors.
Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
(continued)
based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time.
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
(continued)
Shareholder Information
Each share class has its own cost structure and other
features. Your product may not offer every share class. The Fund encourages you to consult with a financial advisor who can help you with your investment decisions and for more information about the share classes offered by the Fund and available
under your product. Shares of the Fund are generally available for purchase only by participating insurance companies in connection with Contracts and Qualified Plan sponsors.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners or participants in a Qualified Plan. When you sell your shares through your Contract or Qualified Plan, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or
payment postponed whenever permitted by applicable laws and regulations.
Depending on the context, references to “you” or
“your” herein refer either to the holder of a Contract, participant in a Qualified Plan or qualified institutional investor who may select Fund shares to fund his or her investment in the Contract or Qualified Plan or to the
participating insurance company as the holder of Fund shares through one or more separate accounts or the Qualified Plan.
Potential Conflicts of Interest – Mixed and Shared
Funding
The Fund is available for purchase only through
Contracts offered by participating insurance companies, Qualified Plans and other qualified institutional investors authorized by the Distributor. Due to differences in tax treatment and other considerations, the interests of various Contract
owners, and the interests of Qualified Plan participants, if any, may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to
monitor events to identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required
to withdraw its investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company or Qualified Plan sponsor are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating
insurance company or Qualified Plan sponsor, before the end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An
order is in “good form” if the Transfer Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the
time you submit your order and the time the Fund next calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract or Qualified Plan. Any charges that apply to your Contract or Qualified Plan, and any charges that apply to separate accounts of participating insurance companies or Qualified Plans that
may own shares directly, are described in your separate Contract prospectus or Qualified Plan disclosure documents.
You may transfer all or part of your investment in the Fund to
one or more of the other investment options available under your Contract or Qualified Plan. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or withdrawal request
is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus or Qualified Plan
disclosure documents, as applicable, for more information about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
(continued)
for purchase. Pursuant to Rule 22c-2,
financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been
identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Columbia Variable Portfolio - Commodity Strategy
Fund
About Fund Shares and Transactions
(continued)
Some financial intermediaries apply their
own restrictions or policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these
and other reasons, it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Columbia Variable Portfolio - Commodity Strategy
Fund
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual
fund can also have capital gains if the value of its investments increases. While a fund continues to hold an investment, any gain is generally unrealized. If the fund sells an investment, it generally will realize a capital gain if it sells that
investment for a higher price than its adjusted cost basis, and will generally realize a capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains and losses are either short-term or long-term, depending
on whether the fund holds the securities for one year or less (short-term) or more than one year (long-term).
|
Mutual funds make payments of fund earnings to shareholders,
distributing them among all shareholders of the fund. As a shareholder, you are entitled to your portion of a fund's distributed income, including capital gains. Reinvesting your distributions buys you more shares of a fund
—
which lets you take advantage of the potential for compound growth. Putting the money you earn back into your investment means it, in turn, may earn even more money (or be exposed to additional losses, if
the Fund earns a negative return). Over time, the power of compounding has the potential to significantly increase the value of your investment. There is no assurance, however, that you'll earn more money if you reinvest your distributions rather
than receive them in cash.
The Fund intends to
pay out, in the form of distributions to shareholders, a sufficient amount of its income and gains so that the Fund will qualify for treatment as a regulated investment company and generally will not have to pay any federal excise tax. The Fund
generally intends to distribute any net realized capital gain (whether long-term or short-term gain) at least once a year. Normally, the Fund will declare and pay distributions of net investment income according to the following schedule:
Declaration
and Distribution Schedule
|
Declarations
|
Annually
|
Distributions
|
Annually
|
The Fund may declare or pay
distributions of net investment income more frequently.
Different share classes of the Fund usually
pay different net investment income distribution amounts, because each class has different expenses. Each time a distribution is made, the NAV per share of the share class is reduced by the amount of the distribution.
The Fund will automatically reinvest distributions in
additional shares of the same share class of the Fund unless you inform us you want to receive your distributions to be paid in cash.
Taxes and Your Investment
The Fund intends to qualify and to be
eligible for treatment each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund’s
failure to qualify and be eligible for treatment as a regulated investment company would result in fund-level taxation, and consequently, a reduction in income available for distribution to you.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, Qualified Plans, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies
to satisfy the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through
which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio - Commodity Strategy
Fund
Distributions and Taxes
(continued)
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes distributions to the separate account and/or you change your investment options under
the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately diversified.” The Fund
intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements because its investments are
not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to have an impermissible level of
control over the investments underlying their Contracts.
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio - Commodity Strategy
Fund
Consolidated Financial Highlights
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
(a)
|
Per
share data
|
|
|
|
|
Net
asset value, beginning of period
|
$5.61
|
$7.34
|
$9.32
|
$9.86
|
Income
from investment operations:
|
|
|
|
|
Net
investment loss
|
(0.02)
|
(0.05)
|
(0.07)
|
(0.05)
|
Net
realized and unrealized gain (loss)
|
0.74
|
(1.68)
|
(1.91)
|
(0.49)
|
Total
from investment operations
|
0.72
|
(1.73)
|
(1.98)
|
(0.54)
|
Net
asset value, end of period
|
$6.33
|
$5.61
|
$7.34
|
$9.32
|
Total
return
|
12.83%
|
(23.57%)
|
(21.24%)
|
(5.48%)
|
Ratios
to average net assets
(b)
|
|
|
|
|
Total
gross expenses
|
0.74%
|
0.88%
|
0.78%
|
0.85%
(c)
|
Total
net expenses
(d)
|
0.74%
|
0.88%
|
0.78%
|
0.85%
(c)
|
Net
investment loss
|
(0.39%)
|
(0.77%)
|
(0.71%)
|
(0.77%)
(c)
|
Supplemental
data
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$481,110
|
$42,326
|
$66,873
|
$120,651
|
Portfolio
turnover
|
0%
|
0%
|
0%
|
449%
|
Notes to Consolidated Financial Highlights
(a)
|
Based on operations from
April 30, 2013 (commencement of operations) through the stated period end.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Annualized.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio - Commodity Strategy
Fund
Consolidated Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
(a)
|
Per
share data
|
|
|
|
|
Net
asset value, beginning of period
|
$5.58
|
$7.32
|
$9.32
|
$9.86
|
Income
from investment operations:
|
|
|
|
|
Net
investment loss
|
(0.04)
|
(0.07)
|
(0.09)
|
(0.06)
|
Net
realized and unrealized gain (loss)
|
0.73
|
(1.67)
|
(1.91)
|
(0.48)
|
Total
from investment operations
|
0.69
|
(1.74)
|
(2.00)
|
(0.54)
|
Net
asset value, end of period
|
$6.27
|
$5.58
|
$7.32
|
$9.32
|
Total
return
|
12.37%
|
(23.77%)
|
(21.46%)
|
(5.48%)
|
Ratios
to average net assets
(b)
|
|
|
|
|
Total
gross expenses
|
0.99%
|
1.15%
|
1.03%
|
1.09%
(c)
|
Total
net expenses
(d)
|
0.99%
|
1.15%
|
1.03%
|
1.09%
(c)
|
Net
investment loss
|
(0.63%)
|
(1.02%)
|
(0.96%)
|
(1.02%)
(c)
|
Supplemental
data
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$10,540
|
$3,550
|
$1,492
|
$664
|
Portfolio
turnover
|
0%
|
0%
|
0%
|
449%
|
Notes to Consolidated Financial Highlights
(a)
|
Based on operations from
April 30, 2013 (commencement of operations) through the stated period end.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio – Commodity Strategy Fund
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies and participants in Qualified Plans. Please refer to your Contract prospectus or Qualified Plan disclosure documents for information about how to buy, sell and transfer shares of the
Fund.
Additional Information About the
Fund
Additional information about the Fund’s
investments is available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance
during its last fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia
Variable Portfolio – Core Equity Fund
This Fund is closed to new investors.
Please remember that you may not buy (nor will you own) shares
of the Fund directly. You invest by owning RiverSource Variable Annuity Fund A or RiverSource Variable Annuity Fund B contract (the Contract) and allocating your purchase payments to the variable account that invests in the Fund. There are no
exchange ticker symbols associated with shares of the Fund.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio – Core
Equity Fund
|
3
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3
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3
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4
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4
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5
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6
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6
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6
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6
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8
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8
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8
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8
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11
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14
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16
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17
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18
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18
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20
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24
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24
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24
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25
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Columbia Variable Portfolio – Core
Equity Fund
Investment Objective
Columbia Variable Portfolio – Core Equity Fund (the
Fund) seeks to provide shareholders with long-term growth of capital.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
Management
fees
|
0.40%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
Other
expenses
|
0.05%
|
Total
annual Fund operating expenses
|
0.45%
|
Less:
Fee waivers and/or expense reimbursements
(a)
|
(0.05%)
|
Total
annual Fund operating expenses after fee waivers and/or expense reimbursements
|
0.40%
|
(a)
|
Columbia Management
Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses,
and infrequent and/or unusual expenses) indefinitely. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions, will not exceed the annual rate of 0.40%.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
Fund for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
The example includes contractual
commitments to waive fees and reimburse expenses as indicated in the previous table. Although your actual costs may be higher or lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Columbia
Variable Portfolio – Core Equity Fund
|
$41
|
$128
|
$224
|
$505
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 76% of the average value of its portfolio.
Columbia Variable Portfolio – Core
Equity Fund
Summary of the Fund
(continued)
Principal Investment Strategies
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers use quantitative analysis to evaluate the relative attractiveness of potential investments.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Although the Fund is managed based primarily on quantitative methods, a qualitative review of the quantitative output is conducted by the portfolio managers. Therefore, the Fund’s performance will reflect, in part, the ability of the portfolio
managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or
strategies.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its
obligations. As a result, the Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying reference does not perform as
anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may
not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator
associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors, including national and
international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of
derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for
delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit
Columbia Variable Portfolio – Core
Equity Fund
Summary of the Fund
(continued)
fluctuations in futures contract prices by
imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an
offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking
delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage
in the portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited.
Futures markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can
increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging
risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models
will perform as expected.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s performance has varied for each full calendar year shown. The table below the bar chart compares the Fund’s returns
for the periods shown with a broad measure of market performance.
Columbia Variable Portfolio – Core
Equity Fund
Summary of the Fund
(continued)
The returns shown do not reflect any fees and expenses imposed
under your Contract and would be lower if they did.
The
Fund’s past performance is no guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
3rd Quarter 2009
|
16.36%
|
Worst
|
4th Quarter 2008
|
-23.73%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Inception
Date
|
1
Year
|
5
Years
|
10
Years
|
Columbia
Variable Portfolio - Core Equity Fund
|
09/10/2004
|
8.40%
|
14.88%
|
6.50%
|
S&P
500 Index
(reflects no deductions for fees, expenses or taxes)
|
|
11.96%
|
14.66%
|
6.95%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2010
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Purchase and Sale of Fund
Shares
You may not buy (nor will you own) shares of the
Fund directly. You invest by buying an annuity contract and allocating your purchase payments to the variable account that invests in the Fund. Please see your annuity prospectus for more information.
Tax Information
The Fund, a so-called disregarded entity for federal income
tax purposes, does not expect to make regular distributions to shareholders (variable accounts). Federal income taxation of the variable account, life insurance company and annuity contract is discussed in your annuity contract prospectus.
Payments to Broker-Dealers and Other Financial
Intermediaries
The Fund is sold exclusively as an
underlying investment option of variable annuity contracts (products) offered by RiverSource Life Insurance Company (RiverSource Life). RiverSource Life may receive payments from affiliates for including the Fund as an investment option in the
products. These payments may create a conflict of interest by influencing RiverSource Life’s decision regarding which funds to include in a product. Employees of RiverSource Life and their affiliates, including affiliated broker-dealers, may
be separately incented to include the Fund in the product
Columbia Variable Portfolio – Core
Equity Fund
Summary of the Fund
(continued)
or, if included, recommend the sale of Fund shares, as employee compensation
(directly or indirectly) and business unit operating goals at all levels are tied to the company’s success. See the product prospectus for more information regarding these payments and allocations.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
Investment Objective
Columbia Variable Portfolio – Core Equity Fund (the
Fund) seeks to provide shareholders with long-term growth of capital. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal market conditions, at least 80%
of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria, the Fund may choose to continue to hold a stock even if the company’s
market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within the Index. The Fund may from time to time emphasize one or more sectors in
selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers use quantitative analysis to evaluate the relative attractiveness of potential investments.
Columbia Management Investment Advisers, LLC (the Investment
Manager) considers a variety of factors in identifying investment opportunities and constructing the Fund’s portfolio which may include, among others, the following:
■
|
Valuation factors, such as
earnings and cash flow relative to market values;
|
■
|
Catalyst factors, such as
relative stock price performance, business momentum, and short interest measures; and
|
■
|
Quality factors, such as
quality of earnings and financial strength.
|
The Investment Manager may sell a security when it believes
other stocks in the Index or other investments are more attractive, if the security is believed to be overvalued relative to other potential investments, when the company no longer meets the Investment Manager’s performance expectation, when
the security is removed from the Index, or for other reasons.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Although the Fund is managed based primarily on quantitative methods, a qualitative review of the quantitative output is conducted by the portfolio managers. Therefore, the Fund’s performance will reflect, in part, the ability of the portfolio
managers to make active, qualitative decisions, including allocation decisions that seek to achieve the Fund’s investment objective. The Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or
strategies.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
recovery in a bankruptcy or other
reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may
cause the Fund’s share value to fluctuate.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying asset(s) (such as a security, commodity or
currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible
securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those
associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s
actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments.
Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the
value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk).
Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a
counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the
risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates
significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the
derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
■
|
An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
|
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may
be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or
factors.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Quantitative Model Risk.
The
Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for many reasons, including factors
used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or in the data on which they are
based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all relevant, available data into
quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into account to produce forecasts that
may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will use any specific data or type of data in making trading decisions on behalf of the Fund, nor is there any
guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that these methodologies will enable the Fund
to achieve its objective.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the information technology sector.
Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly.
Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the Statement of Additional Information (SAI). The Fund may choose not to invest in certain securities described in this prospectus and in the SAI,
although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying
Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
scale, possibly resulting in lower expense ratios for the Underlying Funds,
because the affiliated products may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its
fixed costs would be spread over a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales
of Underlying Fund shares. Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying
Funds may experience increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of
time in order to manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption
activity), for shares of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate
positions more rapidly than would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or
more liquid) positions, leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business,
within seven days, at approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The
Investment Manager or its affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information may not always be current.
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratio reflects the Fund’s fee arrangements, as of the date of this
prospectus and, unless indicated otherwise is based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in
Annual Fund
Operating Expenses
table, no adjustments have been or will be made to the expense ratio to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year and the date of this prospectus or a
later date. In general, the Fund’s expense ratio will increase as its net assets decrease, such that the Fund’s actual expense ratio may be higher than the expense ratio presented in the
Annual Fund
Operating Expenses
table, if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
the impact of any increase in the Fund’s expense ratio that would
otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (a) investment management fees, and (b) other expenses.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. For more information on these fees, see
About Fund Shares
and Transactions — Financial Intermediary Compensation.
Fee Waiver/Expense Reimbursement Arrangements and Impact on
Past Performance
The Investment Manager and certain of
its affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) indefinitely, so that the Fund’s net operating expenses, after giving effect to fees waived/expenses
reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rate of:
Columbia
Variable Portfolio – Core Equity Fund
|
|
0.40%
|
Under the agreement, the following fees and
expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated with
investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses associated
with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved by the
Fund’s Board. This agreement may be modified or amended only with approval from all parties.
Effect of Fee Waivers and/or Expense Reimbursements on Past
Performance.
The Fund’s returns shown in the
Performance Information
section of this prospectus reflect the
effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements, the Fund’s returns
might have been lower.
Primary Service
Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund, determining what securities and other investments the Fund should buy or sell and executing portfolio transactions. The Investment Manager may use the research and other capabilities
of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the general supervision of the Fund’s operations, the
coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships. At present, the Investment Manager has not engaged any investment subadviser for the Fund.
The Fund pays the Investment Manager a fee for its management
services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. The management fee is 0.40% of the Fund's net assets. For the
Fund’s most recent fiscal year, aggregate fees paid to the Investment Manager by the Fund amounted to 0.40% of average daily net assets of the Fund, before any applicable reimbursements. A discussion regarding the basis for the Board’s
approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Brian
Condon, CFA
|
|
Senior
Portfolio Manager and Head of Quantitative Strategies
|
|
Co-manager
|
|
2010
|
Peter
Albanese
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2014
|
Mr. Condon
joined one of the Columbia Management legacy firms or acquired business lines in 1999. Mr. Condon began his investment career in 1993 and earned a B.A. from Bryant University and an M.S. in finance from Bentley
University.
Mr. Albanese
joined the Investment Manager in August 2014. Prior to joining the Investment Manager, Mr. Albanese was a Managing Director and Senior Portfolio Manager at Robeco Investment Management. Mr. Albanese began his investment
career in 1991 and earned a B.S. from Stony Brook University and an M.B.A. from the Stern School of Business at New York University.
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment Services Corp. is a registered
transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and transfers of Fund shares,
calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various sub-transfer agency
services.
Other Roles and Relationships of Ameriprise
Financial and its Affiliates — Certain Conflicts of Interest
The Investment Manager, Distributor and Transfer Agent, all
affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide other services to these funds and be compensated for
them.
The Investment Manager and its affiliates may
provide investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may
present actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
Columbia Variable Portfolio – Core
Equity Fund
More Information About the Fund
(continued)
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
Description of the Share Class
Share Class Features
Eligible
Investors
|
The
Fund is available exclusively as an underlying investment option of variable annuity contracts offered by RiverSource Life Insurance Company
|
Investment
Limits
|
none
|
|
Conversion
Features
|
none
|
|
Front-End
Sales Charges
|
none
|
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
|
Maximum
Distribution and/or Service Fees
|
none
|
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract or the financial intermediary that employs your financial advisor. Financial intermediaries also include broker-dealers and financial advisors as well as
firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services industry, including Ameriprise Financial and its
affiliates.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
(continued)
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share. The Fund calculates the NAV per share at the end of each business day, with the value of the Fund's shares based on the total value of all of the securities
and other assets that it holds as of a specified time.
NAV Calculation
The Fund calculates its NAV as
follows:
NAV
=
(Value of assets) – (Liabilities)
Number of outstanding shares
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
(continued)
If a market price is not readily available
or is deemed not to reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair
valuation to price securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before
the time at which Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements,
litigation or other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market
fluctuations. The Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not,
the fair value of the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more
frequently than for other funds.
Fair valuation
may have the effect of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have
priced the security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair
valuation techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services
to assist in the fair valuation process for foreign securities.
Shareholder Information
Shares of the Fund are generally available for purchase only
by participating insurance companies in connection with Contracts.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners. When you sell your shares through your Contract, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or payment postponed whenever permitted by applicable laws
and regulations.
Depending on the context, references to
“you” or “your” herein refer either to the holder of a Contract who may select Fund shares to fund his or her investment in the Contract or to the participating insurance company as the holder of Fund shares through one or
more separate accounts.
Potential Conflicts of Interest
– Mixed and Shared Funding
The Fund is available
for purchase through Contracts offered by the separate accounts of participating insurance companies and may also be available to other eligible investors authorized by the Distributor. Due to differences in tax treatment and other considerations,
the interests of various Contract owners may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to monitor events to
identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required to withdraw its
investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Additional Discussion of Potential Conflicts of Interest
Relating to Funds Used Exclusively by Affiliated Insurance Companies
The Fund is sold exclusively as underlying investment options
of the Contracts offered by RiverSource Life Insurance Company (the Company). The Investment Manager and its affiliates make or support payments out of their own resources to the Company as a result of the Company including the Fund as an investment
option in the Contracts. These allocations may be significant. In addition, employees of Ameriprise Financial and its affiliates, including employees of the Company, may be separately incented to include the Fund in the Contracts, as employee
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
(continued)
compensation and business unit operating
goals at all levels are tied to the company’s success. These Contracts may also include unaffiliated mutual funds as investment options, and the Company receives payments from the sponsors of these unaffiliated mutual funds as a result of
including these funds in the products. The amount of payment from sponsors of unaffiliated funds or allocation from the Investment Manager and its affiliates varies, and may be significant. The amount of the payment or allocation the Company
receives from a Fund may create an incentive for the Company and may influence their decision regarding which funds to include in a Contract. Employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers, may
be separately incented to recommend or sell shares of the Fund, as employee compensation and business unit operating goals at all levels are tied to the company’s success. Certain employees, directly or indirectly, may receive higher
compensation and other benefits as investments in the Fund increase. In addition, management, sales leaders and other employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including
Columbia Management, and the Distributor, and the products they offer, including the Fund. These arrangements are sometimes referred to as “revenue sharing payments,” and are in addition to any Rule 12b-1 distribution and/or service fees
or other amounts paid by the Fund for account maintenance, sub-accounting or recordkeeping services provided directly by the Company. See
About Fund Shares and Transactions –
Financial Intermediary Compensation
for more information generally about financial intermediary compensation and the Contract prospectus for more information regarding these payments and allocations relating to
your Contract.
Order Processing
Orders to buy and sell shares of the Fund
that are placed by your participating insurance company are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating insurance company , before the end of
a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An order is in “good form” if the Transfer Agent or your
financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the time you submit your order and the time the Fund next calculates its
NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract. Any charges that apply to your Contract, and any charges that apply to separate accounts of participating insurance companies that may own shares directly, are described in your
Contract prospectus.
You may transfer all or part of
your investment in the Fund to one or more of the other investment options available under your Contract. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or
withdrawal request is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus for more information
about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available for purchase. Pursuant to Rule 22c-2, financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the
Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
(continued)
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Some financial intermediaries apply their own restrictions or
policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these and other reasons,
it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
Columbia Variable Portfolio – Core
Equity Fund
About Fund Shares and Transactions
(continued)
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Columbia Variable Portfolio – Core
Equity Fund
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual fund can also have
capital gains if the value of its investments increases.
|
Mutual funds make payments of fund earnings to shareholders,
distributing them among all shareholders of the fund. Because the Fund expects to be treated as a so-called disregarded entity for tax purposes, it is not required to and does not expect to make regular distributions to its shareholders (other than
in redemption of Fund shares), but may do so in the sole discretion of the Fund’s Board of Trustees (or its delegates).
Taxes and Your Investment
The Fund expects to be treated as
a so-called disregarded entity for U.S. federal income tax purposes. A disregarded entity itself is not subject to U.S. federal income tax nor to any annual tax return filing requirements.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies to satisfy the
diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through which your
investment in the Fund is made regarding the U.S. federal income taxation of your investment.
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes allocations or distributions to the separate account and/or you change your
investment options under the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately
diversified.” The Fund intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements
because its investments are not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to
have an impermissible level of control over the investments underlying their Contracts, or if the Fund does not qualify for treatment as a so-called disregarded entity
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio – Core
Equity Fund
The financial highlights table is intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not
annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s
portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s
annual report, which is available upon request.
|
Year
Ended December 31,
|
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$15.12
|
$14.90
|
$12.87
|
$9.57
|
$8.19
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.31
|
0.29
|
0.24
|
0.21
|
0.18
|
Net
realized and unrealized gain (loss)
|
0.96
|
(0.07)
|
1.79
|
3.09
|
1.20
|
Total
from investment operations
|
1.27
|
0.22
|
2.03
|
3.30
|
1.38
|
Net
asset value, end of period
|
$16.39
|
$15.12
|
$14.90
|
$12.87
|
$9.57
|
Total
return
|
8.40%
|
1.48%
|
15.77%
|
34.48%
|
16.85%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
0.45%
|
0.44%
|
0.45%
|
0.44%
|
0.46%
|
Total
net expenses
(b)
|
0.40%
|
0.40%
|
0.40%
|
0.40%
|
0.40%
|
Net
investment income
|
2.01%
|
1.89%
|
1.77%
|
1.84%
|
1.98%
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$191,013
|
$199,667
|
$221,714
|
$213,918
|
$180,866
|
Portfolio
turnover
|
76%
|
78%
|
75%
|
68%
|
79%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
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[This page
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Columbia Variable Portfolio – Core Equity Fund
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies. Please refer to your Contract prospectus for information about how to buy, sell and transfer shares of the Fund.
Additional Information About the Fund
Additional information about the Fund’s investments is
available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance during its last
fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of charge, to
request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia
Variable Portfolio – Emerging Markets Bond Fund
The Fund may offer Class 1 and Class 2 shares to separate
accounts funding variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and other qualified
institutional investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). There are no exchange ticker symbols associated with shares of the Fund.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
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3
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3
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3
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3
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8
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11
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12
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22
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34
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Columbia Variable Portfolio – Emerging
Markets Bond Fund
Investment Objective
Columbia Variable Portfolio – Emerging Markets Bond Fund
(the Fund) seeks to provide shareholders with high total return through current income and, secondarily, through capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
0.60%
|
0.60%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.15%
|
0.15%
|
Total
annual Fund operating expenses
|
0.75%
|
1.00%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$
77
|
$240
|
$417
|
$
930
|
Class
2
(whether or not shares are redeemed)
|
$102
|
$318
|
$552
|
$1,225
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 26% of the average value of its portfolio.
Principal Investment Strategies
The Fund invests primarily in fixed income securities of
emerging markets issuers. For these purposes, emerging market countries are generally those either defined by World Bank-defined per capita income brackets or determined to be an emerging market based on the Fund investment team’s qualitative
judgments about a country’s level of economic and institutional development, among other factors. Under normal circumstances, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) will be
invested in fixed income securities of issuers that are located in emerging markets countries, or that earn 50% or more of their total revenues
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
from goods or services produced in emerging markets countries or from sales
made in emerging markets countries.
Fixed income securities may be
denominated in either U.S. dollars or the local currency of the issuer. While the Fund may invest 25% or more of its total assets in the securities of foreign governmental and corporate entities located in the same country, it will not invest 25% or
more of its total assets in any single issuer. From time to time, the Fund may focus its investments in certain countries or geographic areas. The Fund can invest in emerging market sovereign debt instruments of any credit quality, including those
rated investment grade and below investment grade or considered to be of comparable quality (commonly referred to as “high yield” investments or “junk bonds”). Although the emerging markets sovereign debt universe largely
consists of investment grade instruments, a significant portion of that universe is rated in these lower rating categories. The Fund may invest up to 100% of its assets in debt securities that are rated below investment grade or, if unrated,
determined to be of comparable quality.
The Fund may
invest in debt instruments of any maturity and does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in derivatives, such as
forward contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns
(less expenses)
on the securities it holds,
and capital gains or losses it recognizes.
A decline in the Fund’s income or net capital gains from its investments will reduce its distribution level.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Rating agencies assign credit ratings to certain fixed-income securities to indicate their credit risk. Lower quality or unrated securities held by the Fund may present increased credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade fixed-income instruments
and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated securities, or if the ratings of securities held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than
usual.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
Fund may only close out a swap with its particular counterparty, and may only
transfer a position with the consent of that counterparty. Certain swaps, such as short swap transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the
Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly
to the extent
the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S.
dollar.
Frontier Market Risk.
Frontier market countries generally have smaller economies and even less developed capital markets than traditional emerging market countries (which themselves have increased investment risk relative to more
developed market countries) and, as a result, the Fund’s exposure to the risks associated with investing in emerging market countries are magnified when the Fund invests in frontier market countries. Increased risks include: the
potential for extreme price volatility and illiquidity in frontier market countries; government ownership or control of parts of the private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency
values and other protectionist and similar measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial
institutions to engage in trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be
especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may
have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a
lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or
illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market
or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments
as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more
liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed
custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject. Sovereign debt risk is increased for emerging market issuers.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
2nd Quarter 2016
|
6.01%
|
Worst
|
2nd Quarter 2013
|
-7.07%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
Life
of Fund
|
Class
1
|
04/30/2012
|
11.34%
|
3.18%
|
Class
2
|
04/30/2012
|
11.07%
|
2.92%
|
JPMorgan
Emerging Markets Bond Index-Global
(reflects no deductions for fees, expenses or taxes)
|
|
10.19%
|
4.38%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jim
Carlen, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Henry
Stipp, PhD
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Summary of the Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
Investment Objective
Columbia Variable Portfolio – Emerging Markets Bond Fund
(the Fund) seeks to provide shareholders with high total return through current income and, secondarily, through capital appreciation. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of
Trustees without shareholder approval. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
The Fund invests primarily in fixed income securities of
emerging markets issuers. For these purposes, emerging market countries are generally those either defined by World Bank-defined per capita income brackets or determined to be an emerging market based on the Fund investment team’s qualitative
judgments about a country’s level of economic and institutional development, among other factors. Under normal circumstances, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) will be
invested in fixed income securities of issuers that are located in emerging markets countries, or that earn 50% or more of their total revenues from goods or services produced in emerging markets countries or from sales made in emerging markets
countries.
Fixed income securities may be denominated in either U.S.
dollars or the local currency of the issuer. While the Fund may invest 25% or more of its total assets in the securities of foreign governmental and corporate entities located in the same country, it will not invest 25% or more of its total assets
in any single issuer. From time to time, the Fund may focus its investments in certain countries or geographic areas. The Fund can invest in emerging market sovereign debt instruments of any credit quality, including those rated investment grade and
below investment grade or considered to be of comparable quality (commonly referred to as “high yield” investments or “junk bonds”). Although the emerging markets sovereign debt universe largely consists of investment grade
instruments, a significant portion of that universe is rated in these lower rating categories. The Fund may invest up to 100% of its assets in debt securities that are rated below investment grade or, if unrated, determined to be of comparable
quality.
The Fund may invest in debt instruments of any
maturity and does not seek to maintain a particular dollar-weighted average maturity. A bond is issued with a specific maturity date, which is the date when the issuer must pay back the bond’s principal (face value). Bond maturities range from
less than 1 year to more than 30 years. Typically, the longer a bond’s maturity, the more price risk the Fund and the Fund’s investors face as interest rates rise, but the Fund could receive a higher yield in return for that longer
maturity and higher interest rate risk.
The Fund may invest in derivatives, such as
forward contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
In pursuit of the Fund’s objective, Columbia Management
Investment Advisers, LLC (the Investment Manager) chooses investments by:
■
|
Analyzing the
creditworthiness of emerging market countries;
|
■
|
Seeking to evaluate the best
relative value opportunities among emerging market countries, by comparing sovereign debt spreads to fundamental creditworthiness and comparing the recent sovereign debt spread relationships among countries to historic relationships; and
|
■
|
Seeking to identify emerging
markets bonds that can take advantage of attractive local interest rates and provide exposure to undervalued currencies.
|
In evaluating whether to sell a security, the Investment
Manager considers, among other factors, whether in its view:
■
|
The security is overvalued;
|
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
■
|
The security has new credit
risks; or
|
■
|
The security continues to
meet the standards described above.
|
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change. Additionally, shareholders will be given 60 days’ notice of any
change to the Fund’s investment objective made to comply with the SEC rule governing investment company names.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns
(less expenses)
on the securities it holds,
and capital gains or losses it recognizes.
A decline in the Fund’s income or net capital gains from its investments will reduce its distribution level.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of debt instruments may decline if the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as making payments to the Fund when
due. Various factors could affect the actual or perceived willingness or ability of the issuer to make timely interest or principal payments, including changes in the financial condition of the issuer or in general economic conditions. Rating
agencies assign credit ratings to certain fixed-income instruments to indicate their credit risk.
Lower quality or unrated securities held by the Fund may present increased
credit risk as compared to higher-rated securities.
Non-investment grade fixed-income instruments (commonly called
“high-yield”
or
“junk”)
may be subject to greater price fluctuations and are
more likely to experience a default than
investment grade fixed-income instruments and therefore may expose the
Fund to increased credit
risk.
If the Fund purchases unrated fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily
than usual.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund.
Derivatives may be more volatile than other types of
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
investments. Derivatives can increase the
Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the
underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund
to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as
agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell
an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods of time
(volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more
costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
■
|
A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar). The
effectiveness of any currency strategy by a Fund may be reduced by the Fund's inability to precisely match forward contract amounts and the value of securities involved. Forward foreign currency contracts used for hedging may also limit any
potential gain that might result from an increase or decrease in the value of the currency. Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S.
dollars, it may incur currency conversion costs due to the spread between the prices at which it may buy and sell various currencies in the market.
|
Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market could be reduced.
Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day and variation
margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price
movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
■
|
An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
|
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
■
|
A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any
contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments
thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap
index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also
affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
|
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign securities may also be less liquid
than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher for foreign securities. The Fund may
have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or other taxes on the Fund’s income,
capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be confiscatory. Other risks include: possible
delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly
to the extent
the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates
in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad.
The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Frontier Market Risk.
Frontier
market countries generally have smaller economies and even less developed capital markets than typical emerging market countries (which themselves have increased investment risk relative to more developed market countries) and, as a
result, the Fund’s exposure to risks associated with investing in emerging market countries are magnified when the Fund invests in frontier market countries. The increased risks include: the potential for extreme price volatility and
illiquidity in frontier market countries; government ownership or control of parts of the private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist measures
imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries. Securities issued by foreign governments or companies in frontier market
countries are even more likely than emerging markets securities to have greater exposure to the risks of investing in foreign securities that are described in
Foreign Securities Risk
.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency devaluations could occur in countries
that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically
diversified fund.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend
to be more sensitive to credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to
changes in interest rates. These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity
to pay interest and repay principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of
judgment to establish a price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating
agencies are based on analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other
circumstances, issuers of lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of fixed-income instruments tend to
fall, and if interest rates fall, the values of fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of
the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn,
would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may
negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income instruments
to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or
decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and
sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such
instruments remains unsettled. Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange
and therefore may
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
be more difficult to purchase or sell at a
fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund
may have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid
securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other
conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as
compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid
investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund
redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed
custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. The Fund may
also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
and subsequent valuation of private
placements typically reflect a discount, which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential
investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can
require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
With respect to sovereign debt of
emerging market issuers, investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment
of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment
of debtholders. Sovereign debt risk is increased for emerging market issuers.
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the Statement of Additional Information (SAI). The Fund may choose not to invest in certain securities described in this prospectus and in the SAI,
although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Over-the-counter instruments (investments not traded on an exchange) may be
illiquid, and transactions in derivatives traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that
changes in the value of the derivative may not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage
in derivative transactions when it is deemed favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These
changes could restrict and/or impose significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying
Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds, because the affiliated products
may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its fixed costs would be spread over
a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales of Underlying Fund shares.
Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying Funds may experience
increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of time in order to
manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption activity), for shares
of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate positions more rapidly than
would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or more liquid) positions,
leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business, within seven days, at
approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The Investment Manager or its
affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year, may vary by share class and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratios reflect the Fund’s fee arrangements
as of the date of this prospectus and, unless indicated otherwise, are based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund Operating Expenses
table, no adjustments have been or will be made to the expense ratios to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year
and the date of this prospectus or a later date. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be higher than the expense ratios presented in the
Annual Fund Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit the impact of any
increase in the Fund’s expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii)
distribution and/or service fees, and (iii) other expenses. Management fees do not vary by class, but distribution and/or service fees and other expenses may vary by class.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Fee
Waiver/Expense Reimbursement Arrangements and Impact on Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that the
Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
Columbia
Variable Portfolio - Emerging Markets Bond Fund
|
Class
1
|
0.89%
|
Class
2
|
1.14%
|
Under the agreement, the following
fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses associated
with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
commissions, costs related to any securities
lending program, dividend expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the
exclusion of which is specifically approved by the Fund’s Board. This agreement may be modified or amended only with approval from all parties.
Effect of Fee Waivers and/or Expense Reimbursements on Past
Performance.
The Fund’s returns shown in the
Performance Information
section of this prospectus reflect the
effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements, the Fund’s returns
might have been lower.
Primary Service
Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund, determining what securities and other investments the Fund should buy or sell and executing portfolio transactions. The Investment Manager may use the research and other capabilities
of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the general supervision of the Fund’s operations, the
coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships. At present, the Investment Manager has not engaged any investment subadviser for the Fund.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
The Investment Manager and its investment advisory affiliates
(Participating Affiliates) around the world may coordinate in providing services to their clients. From time to time, the Investment Manager (or any affiliated investment subadviser to the Fund, as the case may be) may engage its Participating
Affiliates to provide a variety of services such as investment research, investment monitoring, trading, and discretionary investment management (including portfolio management) to certain accounts managed by the Investment Manager, including the
Fund. These Participating Affiliates will provide services to the Investment Manager (or any affiliated investment subadviser to the Fund, as the case may be) either pursuant to subadvisory agreements, personnel-sharing agreements or similar
inter-company arrangements and the Fund will pay no additional fees and expenses as a result of any such arrangements. These Participating Affiliates, like the Investment Manager, are direct or indirect subsidiaries of Ameriprise Financial and are
registered with the appropriate respective regulators in their home jurisdictions and, where required, the SEC and the Commodity Futures Trading Commission in the United States.
Pursuant to some of these arrangements, certain employees of
these Participating Affiliates may serve as “associated persons” of the Investment Manager and, in this capacity, subject to the oversight and supervision of the Investment Manager and consistent with the investment objectives, policies
and limitations set forth in the Fund’s prospectus and SAI, may provide such services to the Fund on behalf of the Investment Manager.
The Fund pays the Investment Manager a fee
for its management services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1, 2016, the Fund paid the
Investment Manager an advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees paid to the Investment
Manager by the Fund, including all advisory and administrative fees paid to the Investment Manager during the period, amounted to 0.600% of average daily net assets of the Fund, before any applicable reimbursements. A discussion regarding the basis
for the Board’s approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jim
Carlen, CFA
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2012
|
Henry
Stipp, PhD
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2013
|
Mr. Carlen
joined the Investment Manager in 1996. Mr. Carlen began his investment career in 1996 and earned an M.S. from Georgetown University.
Dr. Stipp
joined Threadneedle,
a Participating Affiliate, in 2001 as a strategist and economist for emerging market debt. Dr. Stipp began his investment career in 1991 and earned a BSc in economics from the Catholic University of Rio de Janeiro, a MSc in macroeconomic policy in
emerging markets from the DPPC-UK and a PhD in economics from the University of London.
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other
services to Contract owners, Qualified Plan participants and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other
financial intermediaries.
Other Roles and
Relationships of Ameriprise Financial and its Affiliates — Certain Conflicts of Interest
The Investment Manager, Distributor and Transfer Agent, all
affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide other services to these funds and be compensated for
them.
The Investment Manager and its affiliates may
provide investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may
present actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
More Information About the Fund
(continued)
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 1 and Class 2 shares.
|
Class
1 Shares
|
Class
2 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or qualified pension and retirement
plans (Qualified Plans) or other eligible investors authorized by the Distributor.
|
Investment
Limits
|
none
|
none
|
Conversion
Features
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
none
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract, qualified pension or retirement plan sponsors or the financial intermediary that employs your financial advisor. Financial intermediaries also include
broker-dealers and financial advisors as well as firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services
industry, including Ameriprise Financial and its affiliates.
Distribution and/or Service Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 shares. The distribution
fee for Class 2 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling shares of the Fund and/or providing services to investors.
Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
(continued)
based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time.
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
(continued)
Shareholder Information
Each share class has its own cost structure and other
features. Your product may not offer every share class. The Fund encourages you to consult with a financial advisor who can help you with your investment decisions and for more information about the share classes offered by the Fund and available
under your product. Shares of the Fund are generally available for purchase only by participating insurance companies in connection with Contracts and Qualified Plan sponsors.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners or participants in a Qualified Plan. When you sell your shares through your Contract or Qualified Plan, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or
payment postponed whenever permitted by applicable laws and regulations.
Depending on the context, references to “you” or
“your” herein refer either to the holder of a Contract, participant in a Qualified Plan or qualified institutional investor who may select Fund shares to fund his or her investment in the Contract or Qualified Plan or to the
participating insurance company as the holder of Fund shares through one or more separate accounts or the Qualified Plan.
Potential Conflicts of Interest – Mixed and Shared
Funding
The Fund is available for purchase only through
Contracts offered by participating insurance companies, Qualified Plans and other qualified institutional investors authorized by the Distributor. Due to differences in tax treatment and other considerations, the interests of various Contract
owners, and the interests of Qualified Plan participants, if any, may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to
monitor events to identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required
to withdraw its investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company or Qualified Plan sponsor are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating
insurance company or Qualified Plan sponsor, before the end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An
order is in “good form” if the Transfer Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the
time you submit your order and the time the Fund next calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract or Qualified Plan. Any charges that apply to your Contract or Qualified Plan, and any charges that apply to separate accounts of participating insurance companies or Qualified Plans that
may own shares directly, are described in your separate Contract prospectus or Qualified Plan disclosure documents.
You may transfer all or part of your investment in the Fund to
one or more of the other investment options available under your Contract or Qualified Plan. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or withdrawal request
is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus or Qualified Plan
disclosure documents, as applicable, for more information about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
(continued)
for purchase. Pursuant to Rule 22c-2,
financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been
identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
About Fund Shares and Transactions
(continued)
Some financial intermediaries apply their
own restrictions or policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these
and other reasons, it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual
fund can also have capital gains if the value of its investments increases. While a fund continues to hold an investment, any gain is generally unrealized. If the fund sells an investment, it generally will realize a capital gain if it sells that
investment for a higher price than its adjusted cost basis, and will generally realize a capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains and losses are either short-term or long-term, depending
on whether the fund holds the securities for one year or less (short-term) or more than one year (long-term).
|
Mutual funds make payments of fund earnings to shareholders,
distributing them among all shareholders of the fund. As a shareholder, you are entitled to your portion of a fund's distributed income, including capital gains. Reinvesting your distributions buys you more shares of a fund
—
which lets you take advantage of the potential for compound growth. Putting the money you earn back into your investment means it, in turn, may earn even more money (or be exposed to additional losses, if
the Fund earns a negative return). Over time, the power of compounding has the potential to significantly increase the value of your investment. There is no assurance, however, that you'll earn more money if you reinvest your distributions rather
than receive them in cash.
The Fund intends to
pay out, in the form of distributions to shareholders, a sufficient amount of its income and gains so that the Fund will qualify for treatment as a regulated investment company and generally will not have to pay any federal excise tax. The Fund
generally intends to distribute any net realized capital gain (whether long-term or short-term gain) at least once a year. Normally, the Fund will declare and pay distributions of net investment income according to the following schedule:
Declaration
and Distribution Schedule
|
Declarations
|
Quarterly
|
Distributions
|
Quarterly
|
The Fund may declare or pay
distributions of net investment income more frequently.
Different share classes of the Fund usually
pay different net investment income distribution amounts, because each class has different expenses. Each time a distribution is made, the NAV per share of the share class is reduced by the amount of the distribution.
The Fund will automatically reinvest distributions in
additional shares of the same share class of the Fund unless you inform us you want to receive your distributions to be paid in cash.
Taxes and Your Investment
The Fund intends to qualify and to be
eligible for treatment each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund’s
failure to qualify and be eligible for treatment as a regulated investment company would result in fund-level taxation, and consequently, a reduction in income available for distribution to you.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, Qualified Plans, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies
to satisfy the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through
which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Distributions and Taxes
(continued)
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes distributions to the separate account and/or you change your investment options under
the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately diversified.” The Fund
intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements because its investments are
not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to have an impermissible level of
control over the investments underlying their Contracts.
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio – Emerging
Markets Bond Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
(a)
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.77
|
$9.01
|
$9.41
|
$10.88
|
$10.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.55
|
0.52
|
0.57
|
0.56
|
0.35
|
Net
realized and unrealized gain (loss)
|
0.43
|
(0.61)
|
(0.39)
|
(1.37)
|
0.80
|
Total
from investment operations
|
0.98
|
(0.09)
|
0.18
|
(0.81)
|
1.15
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.25)
|
(0.15)
|
(0.53)
|
(0.60)
|
(0.27)
|
Net
realized gains
|
—
|
—
|
(0.05)
|
(0.06)
|
—
|
Total
distributions to shareholders
|
(0.25)
|
(0.15)
|
(0.58)
|
(0.66)
|
(0.27)
|
Net
asset value, end of period
|
$9.50
|
$8.77
|
$9.01
|
$9.41
|
$10.88
|
Total
return
|
11.34%
|
(1.03%)
|
1.81%
|
(7.54%)
|
11.58%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.75%
|
0.75%
|
0.71%
|
0.69%
|
0.70%
(c)
|
Total
net expenses
(d)
|
0.75%
|
0.75%
|
0.71%
|
0.69%
|
0.70%
(c)
|
Net
investment income
|
5.92%
|
5.77%
|
5.93%
|
5.50%
|
5.09%
(c)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$98,824
|
$87,659
|
$184,984
|
$287,061
|
$416,903
|
Portfolio
turnover
|
26%
|
64%
|
30%
|
21%
|
21%
|
Notes to Financial Highlights
(a)
|
Based on operations from
April 30, 2012 (commencement of operations) through the stated period end.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Annualized.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
(a)
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$8.76
|
$9.02
|
$9.43
|
$10.88
|
$10.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.53
|
0.49
|
0.55
|
0.54
|
0.32
|
Net
realized and unrealized gain (loss)
|
0.43
|
(0.60)
|
(0.40)
|
(1.36)
|
0.81
|
Total
from investment operations
|
0.96
|
(0.11)
|
0.15
|
(0.82)
|
1.13
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
investment income
|
(0.23)
|
(0.15)
|
(0.51)
|
(0.57)
|
(0.25)
|
Net
realized gains
|
—
|
—
|
(0.05)
|
(0.06)
|
—
|
Total
distributions to shareholders
|
(0.23)
|
(0.15)
|
(0.56)
|
(0.63)
|
(0.25)
|
Net
asset value, end of period
|
$9.49
|
$8.76
|
$9.02
|
$9.43
|
$10.88
|
Total
return
|
11.07%
|
(1.31%)
|
1.44%
|
(7.65%)
|
11.42%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
1.01%
|
1.01%
|
0.96%
|
0.95%
|
0.95%
(c)
|
Total
net expenses
(d)
|
1.01%
|
1.01%
|
0.96%
|
0.95%
|
0.95%
(c)
|
Net
investment income
|
5.63%
|
5.49%
|
5.75%
|
5.68%
|
4.64%
(c)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$40,731
|
$16,653
|
$11,708
|
$4,249
|
$3
|
Portfolio
turnover
|
26%
|
64%
|
30%
|
21%
|
21%
|
Notes to Financial Highlights
(a)
|
Based on operations from
April 30, 2012 (commencement of operations) through the stated period end.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(d)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio – Emerging Markets Bond Fund
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies and participants in Qualified Plans. Please refer to your Contract prospectus or Qualified Plan disclosure documents for information about how to buy, sell and transfer shares of the
Fund.
Additional Information About the
Fund
Additional information about the Fund’s
investments is available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance
during its last fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia
Variable Portfolio – Managed Volatility Moderate Growth Fund
The Fund may offer Class 2 shares to separate accounts
funding certain variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated life insurance companies and other qualified institutional investors authorized by Columbia Management Investment Distributors,
Inc. (the Distributor), as set forth herein. There are no exchange ticker symbols associated with shares of the Fund.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
|
3
|
|
3
|
|
3
|
|
4
|
|
6
|
|
13
|
|
13
|
|
14
|
|
14
|
|
14
|
|
15
|
|
15
|
|
15
|
|
18
|
|
27
|
|
31
|
|
33
|
|
34
|
|
35
|
|
35
|
|
35
|
|
36
|
|
38
|
|
42
|
|
42
|
|
42
|
|
44
|
|
A-1
|
|
B-1
|
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Investment Objective
Columbia Variable Portfolio – Managed Volatility
Moderate Growth Fund (the Fund) pursues total return while seeking to manage the Fund’s exposure to equity market volatility.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract, which are disclosed in your Contract prospectus. If the additional fees or expenses were reflected, the expenses set forth below would be
higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
2
|
Management
fee
|
0.19%
|
Distribution
and/or service (12b-1) fees
|
0.25%
|
Other
expenses
|
0.02%
|
Acquired
fund fees and expenses
|
0.53%
|
Total
annual Fund operating expenses
(a)
|
0.99%
|
(a)
|
“Total annual Fund
operating expenses” include acquired fund fees and expenses (expenses the Fund incurs indirectly through its investments in other investment companies) and may be higher than “Total Net Expenses” shown in the
Financial Highlights
section of this prospectus because “Total Net Expenses” do not include acquired fund fees and expenses.
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
Fund for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
2
(whether or not shares are redeemed)
|
$101
|
$315
|
$547
|
$1,213
|
Portfolio Turnover
The Fund and underlying funds (including
exchange-traded funds (ETFs)) pay transaction costs, such as commissions, when they buy and sell securities (or “turn over” their portfolios). The Fund will indirectly bear the expenses associated with portfolio turnover of the
underlying funds. A high portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal
year, the Fund’s portfolio turnover rate was 112% of the average value of its portfolio.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Principal Investment Strategies
Under normal circumstances, the Fund pursues
its investment objective by allocating its assets across equity and fixed-income/debt asset classes while targeting a particular level of effective equity market exposure (described below) that varies based on volatility in the equity market. The
Fund invests in a mix of affiliated mutual funds (Underlying Funds) and, in seeking to manage the Fund’s exposure to equity market volatility, the Fund employs a tactical allocation strategy utilizing:
■
|
derivative transactions,
including forward contracts, futures, options and swaps;
|
■
|
direct investments in
exchange-traded funds (ETFs); and
|
■
|
direct investments in
fixed-income or debt instruments (such as investment grade corporate bonds, high yield (i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, Treasury inflation-protected securities (TIPS), mortgage- and asset-backed securities,
international bonds and mortgage dollar rolls, each with varying interest rates, terms, durations and credit exposures).
|
Collectively, these assets are referred to
as the Tactical Assets (which are described below under “Tactical Allocation”).
The Fund’s “effective equity market
exposure” (or EEME) includes exposure to equity markets through the Fund’s investments in Underlying Funds and Tactical Assets, adjusted to reflect the degree to which the Fund’s holdings are expected to move in tandem with equity
markets (beta) based solely on the views of the Fund’s investment manager. Under normal circumstances, the Fund’s targeted EEME may range from 0% to 70% of its net assets. Within this range, the Fund’s targeted and actual EEME is
subject to change, including on a daily basis. At March 31, 2017, the Fund’s actual EEME was approximately 56.00% of its net assets.
The Fund invests in Underlying Funds focused on equity
investments (Equity Underlying Funds) and Underlying Funds focused on fixed-income/debt investments (Fixed-Income Underlying Funds) to gain exposure to equity and fixed-income/debt asset classes, respectively. If the Fund invests, for example, 50%
of its net assets in Equity Underlying Funds (and has no EEME through its Tactical Assets), the Fund will have 50% of its net assets exposed to the equity market and an EEME of 50% of its net assets. Using the same example, the Fund could employ its
Tactical Assets to increase the Fund’s EEME to a maximum of 70% while maintaining a 50% allocation to Equity Underlying Funds. The Fund may invest significantly in any individual Underlying Fund(s).
As discussed in the above example, the Tactical Assets are
primarily utilized to adjust (increase or reduce) the Fund’s exposure to equity and fixed-income/debt asset classes and various segments within these asset classes (i.e., the Tactical Assets are used to adjust the Fund’s EEME).
Derivatives instruments may also be used to facilitate the Fund’s management of cash inflows/outflows. At times (e.g., when there are significant cash inflows or anticipated inflows), such additional derivatives use could cause the
Fund’s assets to be invested outside the ranges described below for Fund investments in Tactical Assets (and, in turn, the Underlying Funds).
In general, when the Fund’s investment
manager, Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager), determines that equity market volatility is relatively low, the Investment Manager may increase the Fund’s EEME and decrease the
Fund’s effective fixed-income/debt market exposure. Conversely, if it determines that volatility in the equity market is relatively high, it may reduce (or, in certain extreme cases, eliminate entirely) the Fund’s EEME and,
correspondingly, increase the Fund’s effective fixed-income/debt market exposure.
Investment Process
Columbia Management uses the following two-part investment
process that, together, pursues total return while seeking to manage the Fund’s exposure to equity market volatility:
■
|
Selects and determines
allocations to the Underlying Funds (referred to as the Strategic Allocation); and
|
■
|
Invests in and determines
allocations to the Tactical Assets to modify desired asset class exposures (referred to as the Tactical Allocation).
|
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Columbia Management makes adjustments to the
Fund’s investment exposure based on anticipated volatility, which Columbia Management believes is an early indicator of how equity markets may perform. Volatility refers to the ups and downs in the market and can run in cycles of several
months or even years.
Strategic Allocation
Under normal circumstances, the Fund invests 40% to 90% of its
net assets in Underlying Funds managed by Columbia Management, including those for which Columbia Management provides day-to-day portfolio management and those for which day-to-day portfolio management is provided by investment subadvisers hired by
Columbia Management. Of the assets allocated to the Underlying Funds, the Fund may invest up to 100% of those assets in Equity Underlying Funds or Fixed-Income Underlying Funds (or some combination of the two).
The Fund may invest in Underlying Funds
across various sectors and industries within the equity and fixed-income/debt asset classes and markets, including Underlying Funds that invest in securities of different investment strategies and styles (e.g., growth, value and core/blend), market
capitalizations (e.g., large, mid and small cap) and geographic focus (e.g., domestic and international, including emerging markets), as well as those that invest in real estate securities and fixed-income or debt instruments, including investment
grade corporate bonds, high yield (i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, TIPS, mortgage- and other asset-backed securities and international bonds, each with varying interest rates, terms, durations and credit
exposures.
Underlying Fund selections and
allocations are reviewed periodically by Columbia Management. Changes to Underlying Fund selections and allocations may be driven by various factors, including the risks and potential benefits of investing in a particular Underlying Fund as a means
of achieving total return. During times of relatively high equity market volatility as determined by Columbia Management, Columbia Management may reduce or eliminate entirely the Fund’s allocation to Equity Underlying Funds and may alter
Underlying Fund selections and allocations with more frequency in seeking to achieve desired levels of EEME.
Columbia Management also considers the
independent analysis of an independent investment consultant with respect to the performance of the Underlying Funds, the types of investment categories represented by the Underlying Funds, and the consideration of additional asset classes or
segments. Columbia Management retains full discretion over the Fund’s investment activities.
Tactical Allocation
Under normal circumstances, the Fund
invests 10% to 60% of its net assets in the Tactical Allocation strategy, which includes derivative instruments (such as forward contracts (including forward foreign currency contracts), futures (including currency futures, equity futures, index
futures and interest rate futures), options and swaps (including credit default swaps and credit default swap indexes), as well as direct investments in ETFs and fixed-income or debt instruments (such as investment grade corporate bonds, high yield
(i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, TIPS, mortgage- and asset-backed securities, international bonds and mortgage dollar rolls, each with varying interest rates, terms, durations and credit exposures).
Through investments in Tactical Assets, Columbia
Management seeks to adjust the Fund’s exposures to equity and fixed-income/ debt markets and to segments within those markets in response to its assessment of the relative risks and potential returns of these markets and segments. As with the
Underlying Funds, the Fund may, through its tactical allocation strategy, reduce (or, in certain extreme cases, eliminate entirely) its EEME and, correspondingly, increase the Fund’s effective fixed-income/debt market exposure. Conversely, the
Fund may also increase its EEME by employing the Tactical Assets to adjust upward the volatility level in the Fund’s portfolio closer to desired levels.
The Fund also seeks to reduce equity market volatility in the
portfolio by purchasing or writing call and put options on liquid equity indices to protect against periods of decline in equity markets.
The Investment Manager believes that the use
of the Tactical Assets, the derivative instruments and ETFs in particular, may provide more efficient and economical exposure to asset classes and segments than investments in or withdrawals from the Underlying Funds. As a result, Columbia
Management uses derivatives and ETFs as primary tools for adjusting the Fund’s EEME.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
The Fund may hold a significant amount of
cash, money market instruments or other high quality, short-term investments, including shares of affiliated or unaffiliated money market funds which may have a floating net asset value, to cover obligations with respect to, or that may result from,
the Fund’s investments in derivatives. The Fund’s use of certain derivatives may create significant leveraged exposure to the equity and debt markets. Leverage occurs when investments in derivatives create greater economic exposure than
the amount invested. This means that the Fund could lose more than originally invested in the derivative.
The portfolio managers may actively and frequently trade
securities in the Fund’s portfolio to carry out its principal strategies.
Underlying Funds
Appendix A includes the list of the
Underlying Funds available to the Fund, as well as a description of the Underlying Funds’ investment objectives and principal investment strategies. A description of the principal risks associated with the Underlying Funds is included in
Appendix B. Columbia Management may add new or remove existing Underlying Funds at any time without the approval of shareholders. The prospectuses and Statements of Additional Information for the Underlying Funds include more detailed information
about these Underlying Funds and are available free of charge by calling 800.345.6611.
Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes, investments, managers, strategies and/or investment styles will cause the Fund's shares to lose value
or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of
the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell
the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other
economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the
underlying reference does not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments.
The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the
price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety
of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely
affect the value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while
exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Exchange-Traded Fund (ETF) Risk.
ETFs are subject to, among other risks, tracking risk and passive and, in some cases, active investment risk. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar
expenses incurred through ownership of the ETF.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The ability of the Fund to realize its investment objective
will depend, in large part, on the extent to which the underlying funds realize their investment objective. There is no guarantee that the underlying funds will achieve their respective investment objectives. The Fund is exposed to the same risks as
the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s performance would be significantly
impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in relatively few underlying funds,
the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The performance of underlying funds could be adversely affected if other entities that invest in the same
underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests. Because the expenses and costs of each
underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such fund. The Investment Manager may have potential conflicts of
interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager receives from some underlying funds
may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons (e.g., underlying fund capacity
constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another underlying fund(s), including less
desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an appropriate alternate underlying fund(s)
does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Inflation-Protected Securities Risk.
Inflation-protected debt securities tend to react to changes in real interest rates (i.e., nominal interest rates minus the expected impact of inflation). In general, the price of such securities falls when real
interest rates rise, and rises when real interest rates fall. Interest payments on these securities will vary and may be more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such
investments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the
Fund’s investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in
losses.
Issuer Risk.
An issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor
performance may be caused by poor management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events,
conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the
Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
exacerbate the Fund’s exposure to
liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less
liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing
regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less
liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to
liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an
increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of
less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose money over short or long
periods.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. By investing in a Money Market Fund, the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment. To the extent the Fund invests in instruments such as
derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and the securities they invest in are subject to
comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed by the full faith and credit of a particular
U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities issued by non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S. Government. Mortgage- and other asset-backed securities are subject to
prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in
securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more sensitive to changes in interest rates.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Volatility and Volatility Management Risk.
Although the Fund seeks to manage equity market volatility within its portfolio, there is no guarantee that the Fund will be successful. Despite the Fund’s name, the Fund’s portfolio may experience more than
its targeted level of volatility, subjecting the Fund to market risk. Securities in the Fund’s portfolio and the Underlying Funds’ portfolios may be subject to price volatility, and the Fund’s share price may not be any less
volatile than the market as a whole and could be more volatile. The Investment Manager’s determinations/expectations regarding volatility may be incorrect or inaccurate, which may also adversely affect the Fund’s actual volatility within
the portfolio. The Fund also may underperform other funds with similar investment objectives and/or strategies. Additionally, because the Fund seeks to target a particular level of effective equity market exposure (EEME), as stated above under
“Principal Investment Strategies”, the Fund may provide protection in volatile markets by potentially curbing or mitigating the risk of loss in declining equity markets, but the Fund’s opportunity to achieve returns when the equity
markets are rising will also be curbed. In general, the greater the protection against downside loss (as reflected in a smaller target level of EEME), the lesser the Fund’s opportunity to participate in the returns generated by rising equity
markets; however, there is no guarantee that the Fund will be successful in protecting the value of its portfolio in down markets. Additionally, to the extent that the Fund maximizes its EEME in low volatility markets, if the equity markets should
decline in such low volatility markets, the Fund may experience greater loss than if it had not maximized its EEME. To the extent that the Fund underestimates or misinterprets volatility signals, the Fund’s performance could be negatively
affected. Volatility targets and volatility risk are different for all
four funds in the
Managed Volatility
series, with the
Conservative Fund having the lowest relative volatility target (and volatility risk) and the Growth Fund having the highest relative volatility
target (and volatility risk).
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s performance has varied for each full calendar year shown. The table below the bar chart compares the Fund’s returns
for the periods shown with a blended index that is intended to provide a measure of the Fund's performance given its investment strategy, as well as one or more other measures of performance for markets in which the Fund may invest.
The returns shown do not reflect any fees and expenses imposed
under your Contract and would be lower if they did.
The
Fund’s past performance is no guarantee of how the Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting
columbiathreadneedle.com/us.
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
4th Quarter 2013
|
4.82%
|
Worst
|
3rd Quarter 2015
|
-5.39%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
Life
of Fund
|
Class
2
|
04/19/2012
|
3.42%
|
4.70%
|
Blended
Benchmark (consisting of 50% Bloomberg Barclays U.S. Aggregate Bond Index, 35% Russell 3000 Index and 15% MSCI EAFE Index (Net))
(reflects reinvested dividends net of withholding taxes on the MSCI EAFE Index
portion of the Blended Benchmark, and for all indexes reflects no deductions for fees, expenses or other taxes)
|
|
6.05%
|
6.59%
|
Bloomberg
Barclays U.S. Aggregate Bond Index
(reflects no deductions for fees, expenses or taxes)
|
|
2.65%
|
2.10%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2014
|
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Summary of the Fund
(continued)
Purchase and Sale of Fund Shares
The Fund is available for purchase through Contracts offered
by the separate accounts of participating insurance companies or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be purchased or sold by individual owners of
Contracts. If you are a Contract holder, please refer to your Contract prospectus for information about minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund expects to be treated as a partnership for U.S.
federal income tax purposes, and does not expect to make regular distributions (other than in redemption of Fund shares) to shareholders which are generally the participating insurance companies investing in the Fund through separate accounts or
certain other eligible investors authorized by the Distributor. You should consult with the participating insurance company that issued your Contract, plan sponsor or other eligible investor through which your investment in the Fund is made
regarding the U.S. federal income taxation of your investment.
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
Investment Objective
Columbia Variable Portfolio – Managed Volatility
Moderate Growth Fund (the Fund) pursues total return while seeking to manage the Fund’s exposure to equity market volatility. The Fund’s investment objective is not a fundamental policy and may be changed by the Fund’s Board of
Trustees without shareholder approval upon 60 days’ prior written notice. Because any investment involves risk, there is no assurance the Fund’s objective will be achieved.
Principal Investment Strategies
Under normal circumstances, the Fund pursues
its investment objective by allocating its assets across equity and fixed-income/debt asset classes while targeting a particular level of effective equity market exposure (described below) that varies based on volatility in the equity market. The
Fund invests in a mix of affiliated mutual funds (Underlying Funds) and, in seeking to manage the Fund’s exposure to equity market volatility, the Fund employs a tactical allocation strategy utilizing:
■
|
derivative transactions,
including forward contracts, futures, options and swaps;
|
■
|
direct investments in
exchange-traded funds (ETFs); and
|
■
|
direct investments in
fixed-income or debt instruments (such as investment grade corporate bonds, high yield (i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, Treasury inflation-protected securities (TIPS), mortgage- and asset-backed securities,
international bonds and mortgage dollar rolls, each with varying interest rates, terms, durations and credit exposures).
|
Collectively, these assets are referred to
as the Tactical Assets (which are described below under “Tactical Allocation”).
The Fund’s “effective equity market
exposure” (or EEME) includes exposure to equity markets through the Fund’s investments in Underlying Funds and Tactical Assets, adjusted to reflect the degree to which the Fund’s holdings are expected to move in tandem with equity
markets (beta) based solely on the views of the Fund’s investment manager. Under normal circumstances, the Fund’s targeted EEME may range from 0% to 70% of its net assets. Within this range, the Fund’s targeted and actual EEME is
subject to change, including on a daily basis. At March 31, 2017, the Fund’s actual EEME was approximately 56.00% of its net assets.
The Fund invests in Underlying Funds focused on equity
investments (Equity Underlying Funds) and Underlying Funds focused on fixed-income/debt investments (Fixed-Income Underlying Funds) to gain exposure to equity and fixed-income/debt asset classes, respectively. If the Fund invests, for example, 50%
of its net assets in Equity Underlying Funds (and has no EEME through its Tactical Assets), the Fund will have 50% of its net assets exposed to the equity market and an EEME of 50% of its net assets. Using the same example, the Fund could employ its
Tactical Assets to increase the Fund’s EEME to a maximum of 70% while maintaining a 50% allocation to Equity Underlying Funds. The Fund may invest significantly in any individual Underlying Fund(s).
As discussed in the above example, the Tactical Assets are
primarily utilized to adjust (increase or reduce) the Fund’s exposure to equity and fixed-income/debt asset classes and various segments within these asset classes (i.e., the Tactical Assets are used to adjust the Fund’s EEME).
Derivatives instruments may also be used to facilitate the Fund’s management of cash inflows/outflows. At times (e.g., when there are significant cash inflows or anticipated inflows), such additional derivatives use could cause the
Fund’s assets to be invested outside the ranges described below for Fund investments in Tactical Assets (and, in turn, the Underlying Funds).
In general, when the Fund’s investment
manager, Columbia Management Investment Advisers, LLC (Columbia Management or the Investment Manager), determines that equity market volatility is relatively low, the Investment Manager may increase the Fund’s EEME and decrease the
Fund’s effective fixed-income/debt market exposure. Conversely, if it determines that volatility in the equity market is relatively high, it may reduce (or, in certain extreme cases, eliminate entirely) the Fund’s EEME and,
correspondingly, increase the Fund’s effective fixed-income/debt market exposure.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
Investment Process
Columbia Management uses the following two-part investment
process that, together, pursues total return while seeking to manage the Fund’s exposure to equity market volatility:
■
|
Selects and determines
allocations to the Underlying Funds (referred to as the Strategic Allocation); and
|
■
|
Invests in and determines
allocations to the Tactical Assets to modify desired asset class exposures (referred to as the Tactical Allocation).
|
Columbia Management makes adjustments to the
Fund’s investment exposure based on anticipated volatility, which Columbia Management believes is an early indicator of how equity markets may perform. Volatility refers to the ups and downs in the market and can run in cycles of several
months or even years.
Strategic Allocation
Under normal circumstances, the Fund invests 40% to 90% of its
net assets in Underlying Funds managed by Columbia Management, including those for which Columbia Management provides day-to-day portfolio management and those for which day-to-day portfolio management is provided by investment subadvisers hired by
Columbia Management. Of the assets allocated to the Underlying Funds, the Fund may invest up to 100% of those assets in Equity Underlying Funds or Fixed-Income Underlying Funds (or some combination of the two).
The Fund may invest in Underlying Funds
across various sectors and industries within the equity and fixed-income/debt asset classes and markets, including Underlying Funds that invest in securities of different investment strategies and styles (e.g., growth, value and core/blend), market
capitalizations (e.g., large, mid and small cap) and geographic focus (e.g., domestic and international, including emerging markets), as well as those that invest in real estate securities and fixed-income or debt instruments, including investment
grade corporate bonds, high yield (i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, TIPS, mortgage- and other asset-backed securities and international bonds, each with varying interest rates, terms, durations and credit
exposures.
Underlying Fund selections and
allocations are reviewed periodically by Columbia Management. Changes to Underlying Fund selections and allocations may be driven by various factors, including the risks and potential benefits of investing in a particular Underlying Fund as a means
of achieving total return. During times of relatively high equity market volatility as determined by Columbia Management, Columbia Management may reduce or eliminate entirely the Fund’s allocation to Equity Underlying Funds and may alter
Underlying Fund selections and allocations with more frequency in seeking to achieve desired levels of EEME.
Columbia Management also considers the
independent analysis of an independent investment consultant with respect to the performance of the Underlying Funds, the types of investment categories represented by the Underlying Funds, and the consideration of additional asset classes or
segments. Columbia Management retains full discretion over the Fund’s investment activities.
Tactical Allocation
Under normal circumstances, the Fund
invests 10% to 60% of its net assets in the Tactical Allocation strategy, which includes derivative instruments (such as forward contracts (including forward foreign currency contracts), futures (including currency futures, equity futures, index
futures and interest rate futures), options and swaps (including credit default swaps and credit default swap indexes), as well as direct investments in ETFs and fixed-income or debt instruments (such as investment grade corporate bonds, high yield
(i.e., junk) instruments, sovereign debt, U.S. Government bonds and notes, TIPS, mortgage- and asset-backed securities, international bonds and mortgage dollar rolls, each with varying interest rates, terms, durations and credit exposures).
Through investments in Tactical Assets, Columbia
Management seeks to adjust the Fund’s exposures to equity and fixed-income/ debt markets and to segments within those markets in response to its assessment of the relative risks and potential returns of these markets and segments. As with the
Underlying Funds, the Fund may, through its tactical allocation strategy, reduce (or, in certain extreme cases, eliminate entirely) its EEME and, correspondingly, increase the Fund’s effective fixed-income/debt market exposure. Conversely, the
Fund may also increase its EEME by employing the Tactical Assets to adjust upward the volatility level in the Fund’s portfolio closer to desired levels.
The Fund also seeks to reduce equity market volatility in the
portfolio by purchasing or writing call and put options on liquid equity indices to protect against periods of decline in equity markets.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
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The Investment Manager believes that the use
of the Tactical Assets, the derivative instruments and ETFs in particular, may provide more efficient and economical exposure to asset classes and segments than investments in or withdrawals from the Underlying Funds. As a result, Columbia
Management uses derivatives and ETFs as primary tools for adjusting the Fund’s EEME.
The Fund may hold a significant amount of cash, money market
instruments or other high quality, short-term investments, including shares of affiliated or unaffiliated money market funds which may have a floating net asset value, to cover obligations with respect to, or that may result from, the Fund’s
investments in derivatives. The Fund’s use of certain derivatives may create significant leveraged exposure to the equity and debt markets. Leverage occurs when investments in derivatives create greater economic exposure than the amount
invested. This means that the Fund could lose more than originally invested in the derivative.
The portfolio managers may actively and frequently trade
securities in the Fund’s portfolio to carry out its principal strategies.
Underlying Funds
Below are the Underlying Funds available to the Fund for
investment within each asset class category. The Investment Manager may add new Underlying Funds for investment or change Underlying Funds without the approval of shareholders. Certain Underlying Funds, due to their characteristics, may fit into
more than one category, and may be used by the Investment Manager to provide exposure to more than one of these categories. A description of the Underlying Funds’ investment objectives and principal investment strategies is included in
Appendix A. A description of the principal risks associated with the Underlying Funds is included in Appendix B. The prospectuses and Statements of Additional Information for the Underlying Funds include more detailed information about these
Underlying Funds and are available free of charge by calling 800.345.6611.
Equity
Underlying Funds
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Columbia
Variable Portfolio – Contrarian Core Fund, Columbia Variable Portfolio – Disciplined Core Fund, Columbia Variable Portfolio – Dividend Opportunity Fund, Columbia Variable Portfolio – Emerging Markets Fund, Columbia Variable
Portfolio – Large Cap Growth Fund, Columbia Variable Portfolio – Large Cap Index Fund, Columbia Variable Portfolio – Mid Cap Growth Fund, Columbia Variable Portfolio – Mid Cap Value Fund, Columbia Variable Portfolio –
Select International Equity Fund, Columbia Variable Portfolio – Select Large-Cap Value Fund, Columbia Variable Portfolio – Select Smaller-Cap Value Fund, Columbia Variable Portfolio – U.S. Equities Fund, Variable Portfolio –
CenterSquare Real Estate Fund, Variable Portfolio – Columbia Wanger International Equities Fund, Variable Portfolio – DFA International Value Fund, Variable Portfolio – Jennison Mid Cap Growth Fund, Variable Portfolio –
Lazard International Equity Advantage Fund, Variable Portfolio – Loomis Sayles Growth Fund, Variable Portfolio – Los Angeles Capital Large Cap Growth Fund, Variable Portfolio – MFS
®
Blended Research
®
Core Equity Fund, Variable
Portfolio – MFS
®
Value Fund, Variable Portfolio – Morgan Stanley Advantage Fund, Variable Portfolio – Oppenheimer International
Growth Fund, Variable Portfolio – Partners Small Cap Growth Fund, Variable Portfolio – Partners Small Cap Value Fund, Variable Portfolio – Pyramis
®
International Equity Fund, Variable Portfolio – T. Rowe Price Large Cap Value Fund and Variable Portfolio – Victory Sycamore Established
Value Fund.
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Fixed-Income
Underlying Funds
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Columbia
Variable Portfolio – Emerging Markets Bond Fund, Columbia Variable Portfolio – Global Bond Fund, Columbia Variable Portfolio – High Yield Bond Fund, Columbia Variable Portfolio – Income Opportunities Fund, Columbia Variable
Portfolio – Intermediate Bond Fund, Columbia Variable Portfolio – Long Government/Credit Bond Fund, Columbia Variable Portfolio – Limited Duration Credit Fund, Columbia Variable Portfolio – Strategic Income Fund, Columbia
Variable Portfolio – U.S. Government Mortgage Fund, Variable Portfolio – American Century Diversified Bond Fund, Variable Portfolio – BlackRock Global Inflation-Protected Securities Fund, Variable Portfolio – Eaton Vance
Floating-Rate Income Fund, Variable Portfolio – Partners Core Bond Fund, Variable Portfolio – TCW Core Plus Bond Fund and Variable Portfolio –– Wells Fargo Short Duration Government Fund.
Cash/Cash Equivalent Underlying Funds:
Columbia Short-Term Cash Fund and Columbia Variable Portfolio – Government Money Market
Fund.
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Pyramis is a registered service mark of FMR LLC. Used under
license.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
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Principal Risks
An investment in the Fund involves
risks, including specific risks relating to the investment in the Fund based on its investment process and its "fund-of-funds" structure, as well as specific risks related to the underlying funds in which it invests, including among others, those
described below. More information about underlying funds, including their principal risks, is available in their prospectuses, which are incorporated by reference into this prospectus. This prospectus is not an offer for any of the underlying
funds.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the Fund’s net asset value (NAV) and share
price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Allocation Risk.
Because
the Fund uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes, investments, managers, strategies and/or investment styles will cause the Fund's shares to lose value
or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Counterparty Risk.
The risk
exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations due to financial difficulties, including
making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters into may involve counterparties in the
financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of the
borrower or the issuer or in general economic conditions. Rating agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present
increased credit risk as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more
likely to experience a default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments
held by the Fund are lowered after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral
securing the loan, which may adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the
collateral, the priority status of the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make
it difficult for the Fund to sell the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar
counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of
the same borrower.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an underlying
asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from SEC
registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially
unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or other economic indicator associated with the underlying
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
reference may result in substantial loss for
the Fund. Derivatives may be more volatile than other types of investments. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the
underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of
an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is
intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that
losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and
the risk that the price or value of the investment fluctuates significantly over short periods of time (volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic
developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
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A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar).
Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it
may buy and sell various currencies in the market.
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Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is prohibited from
executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in futures contract
prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
delivery, liquidity in the futures market
could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures positions are marked to market each day
and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small
price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of
futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying
references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and
volatility risk.
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A
currency future
, also an FX future or foreign exchange future, is a derivative that is an agreement to exchange one currency for another at a specified date in the future at a price (exchange rate) that is fixed on
the purchase date.
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An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
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Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. The Fund
may purchase or write (i.e., sell) put and call options on an underlying reference it is otherwise permitted to invest in. By investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a
disadvantageous price on or before the expiration date. If the Fund sells a put option, the Fund may be required to buy the underlying reference at a strike price that is above market price, resulting in a loss. If the Fund sells a call option, the
Fund may be required to sell the underlying reference at a strike price that is below market price, resulting in a loss. If the Fund sells a call option that is not covered (it does not own the underlying reference), the Fund's losses are
potentially unlimited. Options may involve economic leverage, which could result in greater volatility in price movement. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps
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Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
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enable an investor to buy or
sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit
default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's
recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which
collection could involve costs or delays. The Fund’s return from investment in a credit default swap index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the
referenced index does not perform as expected. Unexpected changes in the composition of the index may also affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the
Fund’s net assets, the terms of the Fund’s credit default swap index may permit the counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise
achieve desired exposure, even if the referenced index reverses all or a portion of its intraday move.
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Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Exchange-Traded Fund (ETF) Risk.
An ETF’s share price may not track its specified market index (if any) and may trade below its NAV. Certain ETFs use a “passive” investment strategy and do not take defensive positions in volatile or
declining markets. Other ETFs in which the Fund may invest are actively managed ETFs (i.e., they do not track a particular benchmark), which indirectly subjects the Fund to active management risk. An active secondary market in ETF shares may not
develop or be maintained and may be halted or interrupted due to actions by its listing exchange, unusual market conditions or other reasons. There can be no assurance that an ETF’s shares will continue to be listed on an active exchange. In
addition, shareholders bear both their proportionate share of the Fund’s expenses and similar expenses incurred through ownership of the ETF. There is a risk that ETFs in which the Fund invests may terminate due to extraordinary events. For
example, any of the service providers to ETFs, such as the trustee or sponsor, may close or otherwise fail to perform their obligations to the ETF, and the ETF may not be able to find a substitute service provider. Also, certain ETFs may be
dependent upon licenses to use various indexes as a basis for determining their compositions and/or otherwise to use certain trade names. If these licenses are terminated, the ETFs may also terminate. In addition, an ETF may terminate if its net
assets fall below a certain amount.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
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(continued)
assets of a particular investor or category of investors; accounting,
auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign country, its nationals or industries or
businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about the securities and business operations of
certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s securities market is, the greater the
level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in the affected country or region or in
issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar, particularly to the
extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long
periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting
foreign currencies into U.S. dollars and vice versa.
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The selected underlying funds’ performance may be
lower than the performance of the asset class they were selected to represent or may be lower than the performance of alternative underlying funds that could have been selected to represent the asset class. The Fund also is exposed to the same risks
as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s performance would be
significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in relatively few
underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The ability of the Fund to realize its investment objective will depend, in large part,
on the extent to which the underlying funds realize their investment objectives. There is no guarantee that the underlying funds will achieve their respective investment objectives. The performance of underlying funds could be adversely affected if
other entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which the Fund invests.
Because the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such underlying fund. These
transactions might also result in higher brokerage, tax or other costs for an underlying fund. This risk may be particularly important when one investor owns a substantial portion of an underlying fund. The Investment Manager may have potential
conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
the Fund, and may also face potential conflicts of interest in selecting
affiliated funds, because the fees the Investment Manager receives from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing
further) in a particular underlying fund for one or more reasons (e.g., underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or
for other reasons, the Fund may have to invest in another underlying fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition,
Fund performance could be negatively impacted if an appropriate alternate underlying fund(s) does not present itself in a timely manner or at all.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend to be more sensitive to
credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to changes in interest rates.
These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay
principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of judgment to establish a
price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating agencies are based on
analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other circumstances, issuers of
lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Inflation-Protected Securities Risk.
Inflation-protected debt securities tend to react to changes in real interest rates. Real interest rates can be described as nominal interest rates minus the expected impact of inflation. In general, the price of an
inflation-protected debt security falls when real interest rates rise, and rises when real interest rates fall. Interest payments on inflation-protected debt securities will vary as the principal and/or interest is adjusted for inflation and may be
more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such investments. Income earned by a shareholder depends on the amount of principal invested, and that principal will not grow with
inflation unless the shareholder reinvests the portion of Fund distributions that comes from inflation adjustments.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt
instruments reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any
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interest rate increases could cause the value of the Fund’s investments
in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not be
advantageous to do so to satisfy its obligations or to meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain large
investment exposures in return for meeting relatively small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as derivatives,
the Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may
also exaggerate the Fund's volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a market” in such instruments remains unsettled.
Certain types of
investments,
such
as lower-rated securities or those that are
purchased and sold in over-the-counter markets, may be especially subject to liquidity risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more
difficult to purchase or sell at a fair price, which may have a negative impact on the Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s
exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the
proportion of the Fund’s investments in less liquid or illiquid securities), or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in
times of overall economic distress. Changing regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment
plays a larger role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less
frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall
market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present
enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
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Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a
variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an
investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. To the extent these fees and expenses, along with the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets,
they will be reflected in the Annual Fund Operating Expenses set forth in the table under “Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in
direct proportion to such investment. The money market fund may not achieve its investment objective. The Fund, through its investment in the money market fund, may not achieve its investment objective. To the extent the Fund invests in instruments
such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market funds and the securities they invest in are
subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market
funds.
Mortgage- and Other Asset-Backed
Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors
concerning the interests in and structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the
market's assessment of the quality of underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the
securities) are distributed to the holders of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans.
Mortgage- and other asset-backed securities can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or
prepaid prior to maturity during periods of declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other
asset-backed securities may be difficult to predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to
changes in interest rates. Payment of principal and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of
securities guaranteed by the Government National Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal
Home Loan Mortgage Corporation (FHLMC)), which are not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed
securities issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and
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other secondary market issuers) may be supported by various credit
enhancements, such as pool insurance, guarantees issued by governmental entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such
obligations are guaranteed by the private issuer.
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
With respect to sovereign debt of
emerging market issuers, investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the payment
of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the detriment
of debt-holders.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Volatility and Volatility Management Risk.
Although the Fund seeks to manage equity market volatility within its portfolio, there is no guarantee that the Fund will be successful. Despite the Fund’s name, the Fund’s portfolio may experience more than
its targeted level of volatility, subjecting the Fund to market risk. Securities in the Fund’s portfolio and the Underlying Funds’ portfolios may be subject to price volatility, and the Fund’s share price may not be any less
volatile than the market as a whole and could be more volatile. The Investment Manager’s determinations/expectations regarding volatility may be incorrect or inaccurate, which may also adversely affect the Fund’s actual volatility within
the portfolio. The Fund also may underperform other funds with similar investment objectives and/or strategies. Additionally, because the Fund seeks to target a particular level of effective equity market exposure (EEME), as stated above under
“Principal Investment Strategies”, the Fund may provide protection
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in volatile markets by potentially curbing
or mitigating the risk of loss in declining equity markets, but the Fund’s opportunity to achieve returns when the equity markets are rising will also be curbed. In general, the greater the protection against downside loss (as reflected in a
smaller target level of EEME), the lesser the Fund’s opportunity to participate in the returns generated by rising equity markets; however, there is no guarantee that the Fund will be successful in protecting the value of its portfolio in down
markets. Additionally, to the extent that the Fund maximizes its EEME in low volatility markets, if the equity markets should decline in such low volatility markets, the Fund may experience greater loss than if it had not maximized its EEME. To the
extent that the Fund underestimates or misinterprets volatility signals, the Fund’s performance could be negatively affected. Volatility targets and volatility risk are different for all four funds in the Managed Volatility series, with the
Conservative Fund having the lowest relative volatility target (and volatility risk) and the Growth Fund having the highest relative volatility target (and volatility risk).
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the Statement of Additional Information (SAI). The Fund may choose not to invest in certain securities described in this prospectus and in the SAI,
although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
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Volatility Moderate Growth Fund
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Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds” (such as the Fund(s) offered in this prospectus), and provides asset-allocation services to (i) shareholders by
investing in shares of other Columbia Funds (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These
affiliated products, individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated
products and the Underlying Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of scale, possibly resulting in lower expense ratios for the Underlying Funds,
because the affiliated products may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its
fixed costs would be spread over a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales
of Underlying Fund shares. Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying
Funds may experience increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of
time in order to manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption
activity), for shares of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate
positions more rapidly than would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or
more liquid) positions, leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business,
within seven days, at approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The
Investment Manager or its affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Affiliated Products
As of the date of this prospectus, shares of the Fund are
available to holders of variable annuity contracts and in variable life insurance policies (collectively, Contracts) issued by RiverSource Life Insurance Company and RiverSource Life Insurance Co. of New York (collectively, RiverSource Life).
RiverSource Life is an affiliate of Ameriprise Financial,
Inc., which is the parent company of Columbia Management, the Fund’s investment manager. Under certain variable annuity contracts, contract holders have elected a guaranteed benefit rider that requires investment in the Fund (the Rider).
RiverSource Life has financial obligations to holders of the Riders arising from guarantee obligations under such Riders, which vary based upon the investment performance of the Fund. RiverSource Life expects to benefit financially by offering this
Fund, compared to offering other types of funds, in variable annuity contracts with Riders. For example, RiverSource Life expects to reduce its costs to purchase hedge investments associated with variable annuity contract liabilities tied to this
Fund. It also expects to benefit from the greater liquidity of hedge investments used to meet its obligations under the Riders. In addition, it expects to reduce its capital requirements, which represent assets RiverSource Life sets aside to back
the guarantees offered in its variable annuity contracts. As described above, RiverSource Life has a financial interest in reducing its potential exposure with respect to variable annuity contract values invested under the Riders. This may present a
potential conflict of interest with respect to the interests of the holders of the Riders (who are required to allocate their variable annuity contract value to the Fund). In particular, RiverSource Life’s interest in reducing volatility
within the Fund’s portfolio may present a potential conflict between it and Columbia Management as the latter seeks to achieve the Fund’s investment objective of “total return while seeking to manage the Fund’s exposure to
equity market volatility.”
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Columbia Management has a framework in place
to ensure its management of the Fund is effected in the best interests of the Fund, without undue influence from RiverSource Life. Although an investment in the Fund may have the effect of mitigating declines in your Contract value (whether or not
you have elected a Rider in your variable annuity contract), in the event of a significant decline in the equity markets, the strategy followed by the Fund, if successful, will also generally result in your Contract value increasing to a lesser
degree than the equity markets, or decreasing when the values of equity investments are stable or rising. Depending on future market conditions and considering only the potential return on your investment in the Fund, a variable annuity contract
holder electing the Rider might benefit (or benefit more) from selecting an investment option offered in connection with a different guaranteed benefit rider (if available) or alternate investments and a variable annuity contract holder who did not
elect the Rider might benefit (or benefit more) from selecting an alternative investment option. In addition, there is no guarantee that the Fund’s strategy will have its intended effect, or that it will work as effectively as is
intended.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
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Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratio reflects the Fund’s fee arrangements as of the date of this
prospectus and, unless indicated otherwise, is based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund
Operating Expenses
table, no adjustments have been or will be made to the expense ratio to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year and the date of this prospectus or a
later date. In general, the Fund’s expense ratio will increase as its net assets decrease, such that the Fund’s actual expense ratio may be higher than the expense ratio presented in the
Annual Fund
Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse) expenses is expected, in part, to limit the impact of any increase in the Fund’s expense ratio
that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii) distribution and/or service fees, and (iii)
other expenses.
In addition to the total annual Fund
operating expenses that the Fund bears directly, the Fund’s shareholders indirectly bear the expenses of the underlying funds (or acquired funds) in which the Fund invests. The Fund’s “Acquired Fund Fees and Expenses” shown
are based on its allocations to the underlying funds. Because acquired funds will have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred by the
Fund with respect to such investments will vary.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. These fees include certain sub-transfer agency and shareholder
servicing fees. For more information on these fees, see
About Fund Shares and Transactions — Financial Intermediary Compensation.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
Fee Waiver/Expense Reimbursement Arrangements and Impact on
Past Performance
The Investment Manager and certain of its
affiliates have contractually agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below) through April 30, 2018, unless sooner terminated at the sole discretion of the Fund's Board, so that
the Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rate of:
Columbia
Variable Portfolio - Managed Volatility Moderate Growth Fund
|
Class
2
|
1.10%
|
Under the agreement, the following fees and
expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), transaction costs and brokerage
commissions, costs related to any securities lending program, dividend expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual
expenses and any other expenses the exclusion of which is specifically approved by the Fund’s Board. This agreement may be modified or amended only with approval from all parties.
Effect of Fee Waivers and/or Expense Reimbursements on Past
Performance.
The Fund’s returns shown in the
Performance Information
section of this prospectus reflect the
effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates that were in place during the performance period shown. Without such fee waivers/expense reimbursements, the Fund’s returns
might have been lower.
Primary Service
Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the Investment Manager
manages the day-to-day operations of the Fund, determining what securities and other investments the Fund should buy or sell and executing portfolio transactions. The Investment Manager may use the research and other capabilities of its affiliates
and third parties in managing
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
the Fund’s investments. The Investment
Manager is also responsible for overseeing the administrative operations of the Fund, including the general supervision of the Fund’s operations, the coordination of the Fund’s other service providers and the provision of related
clerical and administrative services.
The SEC has issued
an order that permits the Investment Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining
shareholder approval, thereby avoiding the expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with
current or potential subadvisers or their affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment
Manager discloses to the Board the nature of any such material relationships. At present, the Investment Manager has not engaged any investment subadviser for the Fund.
The Fund pays the Investment Manager a fee for its management
services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1, 2016, the Fund paid the Investment Manager an
advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees paid to the Investment Manager by the Fund,
including all advisory and administrative fees paid to the Investment Manager during the period, amounted to 0.19% of average daily net assets of the Fund, before any applicable reimbursements. A discussion regarding the basis for the Board’s
approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Manager
|
|
Title
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Jeffrey
Knight, CFA
|
|
Senior
Portfolio Manager, Managing Director, Global Head of Investment Solutions and Co-Head of Global Asset Allocation
|
|
Lead
manager
|
|
2013
|
Anwiti
Bahuguna, Ph.D.
|
|
Senior
Portfolio Manager
|
|
Co-manager
|
|
2015
|
David
Weiss, CFA
|
|
Vice
President, Head of Sub-Advisory Management
|
|
Co-manager
|
|
2016
|
Brian
Virginia
|
|
Senior
Portfolio Manager and Vice President, Alternative and Absolute Return Investments
|
|
Co-manager
|
|
2014
|
Mr. Knight
joined the Investment Manager in February 2013 as Head of Global Asset Allocation. Prior to joining the Investment Manager, Mr. Knight was at Putnam Investments from 1993 to 2013, most recently as head of global
asset allocation. Mr. Knight began his investment career in 1987 and earned a B.A. from Colgate University and an M.B.A. from Tuck School of Business.
Dr. Bahuguna
joined one of the
Columbia Management legacy firms or acquired business lines in 2002. Dr. Bahuguna began her investment career in 1998 and earned a B.S. from St. Stephen’s College, Delhi University and a Ph.D. in economics from Northeastern
University.
Mr. Weiss
joined the Investment Manager in August 2015 as Vice President, Head of Sub-Advisory Management. Prior to joining the Investment Manager, Mr. Weiss was at Lincoln Financial Group where he was a Portfolio Manager and CIO
of Lincoln Investment Advisors Corp. Mr. Weiss began his investment career in 1999 and earned a B.S. in management from Plymouth State College and an M.B.A. from Boston University Graduate School of Management.
Mr. Virginia
joined the
Investment Manager in 2010. Mr. Virginia began his investment career in 1996 and earned a B.S. from Kansas State University.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
The Distributor
Shares of the Fund are distributed by Columbia Management
Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its affiliates may pay
commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other
services to Contract owners and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other financial intermediaries.
Other Roles and Relationships of Ameriprise Financial and its
Affiliates — Certain Conflicts of Interest
The
Investment Manager, Distributor and Transfer Agent, all affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide
other services to these funds and be compensated for them.
The Investment Manager and its affiliates may provide
investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may present
actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
More Information About the Fund
(continued)
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
References to the “Fund”
throughout this section refer to the Fund and Underlying Funds, as the context requires.
Description of the Share Class
Share Class Features
The Fund offers Class 2 shares. The following summarizes the
primary features of the Class 2 shares.
|
Class
2 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or other eligible investors
authorized by the Distributor.
|
Investment
Limits
|
none
|
Conversion
Features
|
none
|
Front-End
Sales Charges
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
Maximum
Distribution and/or Service Fees
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract or the financial intermediary that employs your financial advisor. Financial intermediaries also include broker-dealers and financial advisors as well as
firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services industry, including Ameriprise Financial and its
affiliates.
Distribution and/or Service
Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 shares. The distribution
fee for Class 2 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling shares of the Fund and/or providing services to investors.
Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share. The Fund calculates the NAV per share at the end of each business day, with the value of the Fund's shares based on the total value of all of the securities
and other assets that it holds as of a specified time. Any affiliated underlying funds calculate their NAV in the same manner as the Fund calculates its NAV.
NAV Calculation
The Fund calculates its
NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
Shareholder Information
Shares of the Fund are generally available for purchase only
by participating insurance companies in connection with Contracts.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners. When you sell your shares through your Contract, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or payment postponed whenever permitted by applicable laws
and regulations.
Depending on the context, references to
“you” or “your” herein refer either to the holder of a Contract who may select Fund shares to fund his or her investment in the Contract or to the participating insurance company as the holder of Fund shares through one or
more separate accounts.
Potential Conflicts of Interest
– Mixed and Shared Funding
The Fund is available
for purchase through Contracts offered by the separate accounts of participating insurance companies and may also be available to other eligible investors authorized by the Distributor. Due to differences in tax treatment and other considerations,
the interests of various Contract owners may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to monitor events to
identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required to withdraw its
investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Additional Discussion of Potential Conflicts of Interest
Relating to Funds Used Exclusively by Affiliated Insurance Companies
The Fund is sold exclusively as underlying
investment options of the Contracts offered by RiverSource Life Insurance Company (RiverSource Life) and its wholly-owned subsidiary, RiverSource Life Insurance Co. of New York (collectively, the Companies). The Investment Manager and its affiliates
make or support payments out of their own resources to the Companies as a result of the Companies including the Fund as an investment option in the Contracts. These allocations may be significant. In addition, employees of Ameriprise Financial and
its affiliates, including employees of the Companies, may be separately incented to include the Fund in the Contracts, as employee compensation and business unit operating goals at all levels are tied to the company’s success. These Contracts
may also include unaffiliated mutual funds as investment options, and the Companies receive payments from the sponsors of these unaffiliated mutual funds as a result of including these funds in the products. The amount of payment from sponsors of
unaffiliated funds or allocation from the Investment Manager and its affiliates varies, and may be significant. The amount of the payment or allocation the Companies receive from a Fund may create an incentive for the Companies and may influence
their decision regarding which funds to include in a Contract. Employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers, may be separately incented to recommend or sell shares of the Fund, as employee
compensation and business unit operating goals at all levels are tied to the company’s success. Certain employees, directly or indirectly, may receive higher compensation and other benefits as investments in the Fund increase. In addition,
management, sales leaders and other employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including Columbia Management, and the Distributor, and the products they offer, including the
Fund. These arrangements are sometimes referred to as “revenue sharing payments,” and are in addition to any Rule 12b-1 distribution and/or service fees or other amounts paid by the Fund for account maintenance, sub-accounting or
recordkeeping services provided directly by the Companies. See
About Fund Shares and Transactions –
Financial Intermediary Compensation
for more information
generally about financial intermediary compensation and the Contract prospectus for more information regarding these payments and allocations relating to your Contract.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating insurance company , before the
end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An order is in
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
“good form” if the Transfer
Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the time you submit your order and the time the Fund next
calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract. Any charges that apply to your Contract, and any charges that apply to separate accounts of participating insurance companies that may own shares directly, are described in your
Contract prospectus.
You may transfer all or part of
your investment in the Fund to one or more of the other investment options available under your Contract. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or
withdrawal request is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus for more information
about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available for purchase. Pursuant to Rule 22c-2, financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the
Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
Department of Labor, and for certain asset allocation or wrap programs.
Accounts known to be under common ownership or control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the
right to modify these restrictions at any time without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and
Procedures.
Limitations on the Ability to Detect and
Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Some financial intermediaries apply their own restrictions or
policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these and other reasons,
it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
About Fund Shares and Transactions
(continued)
satisfy large and/or frequent sell orders.
Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders. The risks of excessive trading described above also apply to any Underlying Funds in which the Fund invests.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
References to the “Fund”
throughout this section refer to the Fund and Underlying Funds, as the context requires.
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual
fund can also have capital gains if the value of its investments increases.
|
Mutual funds treated as regulated investment companies for tax
purposes are required to make payments of fund earnings to shareholders, distributing them among all shareholders of the fund.
In the case of the Fund, because the Fund expects to be
treated as a partnership for tax purposes, it is not required to and does not expect to make regular distributions to its shareholders (other than in redemption of Fund shares), but may do so in the sole discretion of the Fund’s Board of
Trustees (or its delegates).
Taxes and Your
Investment
The Fund expects to be treated as a
partnership that is not a “publicly traded partnership” for U.S. federal income tax purposes. If the Fund were not to qualify for such treatment, the Fund could be subject to U.S. federal income tax at the Fund level, which would reduce
the value of an investment in the Fund.
As a
partnership that is not a “publicly traded partnership,” the Fund is generally not itself subject to U.S. federal income tax. Instead, each shareholder will be required to take into account for U.S. federal income tax purposes its
allocable share of the Fund’s income, gains, losses, deductions, credits, and other tax items, without regard to whether such shareholder has received or will receive corresponding distributions from the Fund.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies to satisfy the
diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through which your
investment in the Fund is made regarding the U.S. federal income taxation of your investment.
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes allocations or distributions to the separate account and/or you change your
investment options under the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately
diversified.” The Fund intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements
because its investments are not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to
have an impermissible level of control over the investments underlying their Contracts, or if the Fund does not qualify for treatment as a partnership that is not a “publicly traded partnership.”
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Distributions and Taxes
(continued)
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
The financial highlights table is intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract such fees and expenses would reduce the total returns for all periods shown. Total return and portfolio turnover are not
annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such transactions were included, the Fund’s
portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s financial statements, is included in the Fund’s
annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
(a)
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$12.00
|
$12.31
|
$11.74
|
$10.27
|
$10.00
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment income
|
0.07
|
0.08
|
0.06
|
0.10
|
0.05
|
Net
realized and unrealized gain (loss)
|
0.34
|
(0.39)
|
0.51
|
1.37
|
0.22
|
Total
from investment operations
|
0.41
|
(0.31)
|
0.57
|
1.47
|
0.27
|
Net
asset value, end of period
|
$12.41
|
$12.00
|
$12.31
|
$11.74
|
$10.27
|
Total
return
|
3.42%
|
(2.52%)
|
4.86%
|
14.31%
|
2.70%
|
Ratios
to average net assets
(b)
|
|
|
|
|
|
Total
gross expenses
|
0.46%
|
0.47%
|
0.47%
|
0.50%
|
0.56%
(c)
|
Total
net expenses
(d)
|
0.46%
|
0.47%
|
0.47%
|
0.49%
|
0.53%
(c)
|
Net
investment income
|
0.57%
|
0.64%
|
0.46%
|
0.94%
|
0.74%
(c)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$12,877,836
|
$11,278,182
|
$9,917,511
|
$6,022,065
|
$2,136,697
|
Portfolio
turnover
|
112%
|
119%
|
107%
|
125%
|
117%
|
Notes to Financial Highlights
(a)
|
Based on operations from
April 19, 2012 (commencement of operations) through the stated period end.
|
(b)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(c)
|
Annualized.
|
(d)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Underlying Funds — Investment
Objectives and Strategies
The following is a
brief description of the investment objectives and principal investment strategies of certain of the Underlying Funds (which are referred to as Funds in the descriptions below) in which the Fund may invest as part of its principal investment
strategies. The Investment Manager may add new Underlying Funds for investment or change Underlying Funds without the approval of shareholders. The Investment Manager does not necessarily invest Fund assets in each of the Underlying Funds listed
below. Additional information regarding the Underlying Funds is available in their prospectuses and SAIs. This prospectus is not an offer for any of the Underlying Funds. For copies of prospectuses of the Underlying Funds, which contains this and
other information, call 800.345.6611. Read the prospectuses carefully before you invest.
Columbia Variable Portfolio – Contrarian Core Fund
Columbia Variable Portfolio – Contrarian Core Fund (the
Fund) seeks total return, consisting of long-term capital appreciation and current income.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in common stocks. In addition, under normal circumstances, the Fund invests at least 80% of its net assets in equity securities of U.S. companies that have large market
capitalizations (generally over $2 billion) that the Fund’s investment manager believes are undervalued and have the potential for long-term growth and current income.
The Fund may also invest up to 20% of its net assets in
foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the financial services sector and the information technology and technology-related sectors.
Columbia Variable Portfolio – Disciplined Core Fund
Columbia Variable Portfolio – Disciplined Core Fund (the
Fund) seeks to provide shareholders with capital appreciation.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of companies with market capitalizations greater than $5 billion at the time of purchase or that are within the market
capitalization range of companies in the S&P 500 Index (the Index) at the time of purchase. These equity securities generally include common stocks. The market capitalization range and composition of the companies in the Index are subject to
change.
The Fund may from time to time emphasize one
or more sectors in selecting its investments, including the information technology sector.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) for cash equitization purposes.
In pursuit of the Fund’s objective, the portfolio
managers employ a process that applies fundamental investment concepts in a systematic framework seeking to identify and exploit mispriced stocks. The Fund benefits from collaboration between quantitative and fundamental research to create sector
and industry-specific multi-factor stock selection models, which are utilized by the portfolio managers when constructing a diversified portfolio.
Columbia Variable Portfolio – Dividend Opportunity
Fund
Columbia Variable Portfolio – Dividend
Opportunity Fund (the Fund) seeks to provide shareholders with a high level of current income and, as a secondary objective, steady growth of capital.
The Fund’s assets primarily are invested in equity
securities. Under normal market conditions, the Fund will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) in dividend-paying common and preferred stocks. The selection of dividend-paying stocks
is the primary decision in building the
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
investment portfolio. The Fund invests
principally in securities of companies believed to be attractively valued and to have the potential for long-term growth. The Fund may invest in companies that have market capitalizations of any size. The Fund may from time to time emphasize one or
more sectors in selecting its investments, including the energy sector.
The Fund may invest up to 25% of its net assets in foreign
investments. Foreign investments include depositary receipts.
The Fund may invest in derivatives, including structured
investments (including equity-linked notes), for investment purposes, for risk management (hedging) purposes and to increase investment flexibility.
Columbia Variable Portfolio – Emerging Markets Fund
Columbia Variable Portfolio – Emerging Markets Fund (the
Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including, but not limited to, common stocks, preferred stocks and securities convertible into common or preferred stocks) of companies located in
emerging market countries. The Fund may also gain exposure to such companies through investment in depositary receipts. Emerging market countries include those countries whose economies are considered to be developing or emerging from
underdevelopment.
The Fund may invest in a variety of
countries, industries and sectors and does not attempt to invest a specific percentage of its assets in any given country, industry or sector. However, the Fund has invested substantially in the financial services sector and information technology
and technology-related sectors and may continue to invest substantially in these or other sectors in the future. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region. The
Fund may invest in companies that have market capitalizations of any size.
The Fund may invest in special situations, such as companies
involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund may invest in securities that the investment manager
believes are undervalued, represent growth opportunities, or both.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Columbia Variable Portfolio – Emerging
Markets Bond Fund
Columbia Variable Portfolio –
Emerging Markets Bond Fund (the Fund) seeks to provide shareholders with high total return through current income and, secondarily, through capital appreciation.
The Fund invests primarily in fixed income securities of
emerging markets issuers. For these purposes, emerging market countries are generally those either defined by World Bank-defined per capita income brackets or determined to be an emerging market based on the Fund investment team’s qualitative
judgments about a country’s level of economic and institutional development, among other factors. Under normal circumstances, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) will be
invested in fixed income securities of issuers that are located in emerging markets countries, or that earn 50% or more of their total revenues from goods or services produced in emerging markets countries or from sales made in emerging markets
countries.
Fixed income securities may be denominated in
either U.S. dollars or the local currency of the issuer. While the Fund may invest 25% or more of its total assets in the securities of foreign governmental and corporate entities located in the same country, it will not invest 25% or more of its
total assets in any single issuer. From time to time, the Fund may focus its investments in certain countries or geographic areas. The Fund can invest in emerging market sovereign debt instruments of any credit quality, including those rated
investment grade and below investment grade or considered to be of comparable quality (commonly referred to as “high yield” investments or “junk bonds”). Although the emerging markets sovereign debt universe largely consists
of investment grade instruments, a significant portion of that universe is rated in these lower rating categories. The Fund may invest up to 100% of its assets in debt securities that are rated below investment grade or, if unrated, determined to be
of comparable quality.
The Fund may invest in debt
instruments of any maturity and does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in derivatives, such as forward contracts
(including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund is non-diversified, which means
that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Columbia Variable Portfolio – Global Bond Fund
Columbia Variable Portfolio – Global Bond Fund (the
Fund) seeks to provide shareholders with high total return through income and growth of capital.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in debt obligations of issuers located in at least three different countries (which may include the U.S.). Debt obligations include debt securities
and instruments, including money market instruments, either issued or guaranteed as to principal and interest by (i) the U.S. Government, its agencies, authorities or instrumentalities, (ii) non-U.S. governments, their agencies, authorities or
instrumentalities, or (iii) corporate or other non-governmental entities. The Fund may invest in debt securities and instruments across the credit quality spectrum and, at times, may invest significantly in below investment-grade fixed-income
securities and instruments (commonly referred to as “high yield” investments or “junk bonds”) in seeking to achieve higher dividends and/or capital appreciation.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities traded on non-U.S.
exchanges or (c) have been formed under the
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
laws of non-U.S. countries. This 40% minimum
investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a company to conduct its principal business activities outside the U.S. if it derives at least
50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus its investments in certain countries or geographic areas and may invest in issuers in emerging markets.
The investment manager combines fundamental and quantitative
analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio. The Fund may from time to time emphasize one or more sectors in selecting its investments.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
In addition, in pursuing its objective, the
Fund, employing both fundamental and quantitative analyses, may enter into various currency-, interest rate- and credit-related transactions involving derivatives instruments. The Fund may invest in derivatives, such as forward contracts (including
forward foreign currency contracts), futures contracts (including currency futures, index futures, interest rate futures and other bond futures) and swap contracts (including credit default swaps, credit default swap indexes, inflation rate swaps,
interest rate swaps and portfolio and total return swaps). The use of these derivative instruments allows the Fund to obtain net long or net negative (short) exposure to selected currencies, interest rates, credit risks and duration risks. The Fund
may use these derivatives as well as “to be announced” (TBA) mortgage-backed securities in an effort to leverage exposures and produce incremental earnings, for hedging purposes, to obtain increased or decreased exposures to various
markets/sectors or to increase investment flexibility. Actual long and short exposures will vary over time based on factors such as market movements, assessments of market conditions, macroeconomic analysis and qualitative valuation analysis.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Columbia Variable Portfolio – Government Money Market
Fund
Columbia Variable Portfolio – Government Money Market
Fund (the Fund) seeks to provide shareholders with maximum current income consistent with liquidity and stability of principal.
The Fund invests at least 99.5% of its total assets in
government securities, cash and/or repurchase agreements collateralized solely by government securities or cash. For purposes of this policy, “government securities” are any securities issued or guaranteed as to principal or interest by
the United States, or by a person controlled or supervised by and acting as an instrumentality of the Government of the United States pursuant to authority granted by the Congress of the United States, or any certificate of deposit for any of the
foregoing.
The Fund typically invests in U.S. Treasury
bills, notes and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations. The Fund may invest in variable and floating rate
instruments, and may transact in securities on a when-issued, delayed delivery or forward commitment basis. The Fund invests in a portfolio of securities maturing in 397 days or less (as maturity is calculated by U.S. Securities and Exchange
Commission (SEC) rules governing the operation of money market funds) that will have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
The securities purchased by the Fund are
subject to the quality, diversification, and other requirements of Rule 2a-7 under the Investment Company Act of 1940, as amended (the 1940 Act), and other rules of the SEC. Under normal market conditions, the Fund invests at least 80% of its net
assets (including the amount of any borrowings for investment purposes) in government securities and/or repurchase securities that are collateralized by government securities. The Fund will only purchase government securities, cash, repurchase
agreements collateralized solely by government securities or cash, and up to 0.5% of the Fund’s total assets may be invested in other securities that present minimal credit risk as determined by Columbia Management Investment Advisers, LLC,
the Fund’s investment manager (the Investment Manager), pursuant to guidelines approved by the Fund’s Board of Trustees.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
The Board of Trustees of the Fund has determined that the Fund
will not be subject to liquidity fees and redemption gates at this time.
Columbia Variable Portfolio – High Yield
Bond Fund
Columbia Variable Portfolio –
High Yield Bond Fund (the Fund) seeks to provide shareholders with high current income as its primary objective and, as its secondary objective, capital growth.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in high-yield debt instruments (commonly referred to as “junk” bonds or securities). These high yield debt instruments include corporate debt securities
as well as floating rate loans rated below investment grade by a nationally recognized statistical rating organization, or if unrated, determined to be of comparable quality.
The Fund may invest up to 25% of its net assets in debt
instruments of foreign issuers.
Corporate debt
instruments in which the Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio managers in selecting investments than either maturity or
duration.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Columbia Variable Portfolio – Income Opportunities
Fund
Columbia Variable Portfolio - Income Opportunities
Fund (the Fund) seeks to provide shareholders with a high total return through current income and capital appreciation.
Under normal market conditions, the Fund’s assets are
invested primarily in income-producing debt securities, with an emphasis on the higher rated segment of the high-yield (junk bond) market. These income-producing debt instruments include corporate debt securities as well as bank loans. The Fund will
purchase only debt instruments rated B or above, or if unrated, determined to be of comparable quality. If a debt instrument falls below a B rating after investment by the Fund, the Fund may continue to hold the instrument.
The Fund may invest up to 25% of its net assets in foreign
investments.
Corporate debt instruments in which the
Fund invests are typically unsecured, with a fixed-rate of interest, and are usually issued by companies or similar entities to provide financing for their operations, or other activities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity. Because the Fund emphasizes high-yield investments, more emphasis is put on credit risk by the portfolio manager in selecting investments than either maturity or
duration.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
Columbia Variable Portfolio – Intermediate Bond Fund
Columbia Variable Portfolio – Intermediate Bond Fund
(the Fund) seeks to provide shareholders with a high level of current income while attempting to conserve the value of the investment for the longest period of time.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. government, corporate bonds, and mortgage- and asset-backed securities. The Fund
may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly referred to as “high-yield” investments or
“junk” bonds).
The Fund may invest
up to 25% of its net assets in foreign investments, including emerging markets.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes, interest rate swaps and portfolio and total return swaps) for hedging and investment purposes and to manage market
exposure of the Fund.
The Fund may purchase or
sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investments in mortgage-related securities
include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
While the Fund may invest in securities of any maturity, under
normal circumstances, the Fund’s dollar-weighted average maturity will be between three and ten years.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable
Portfolio – Large Cap Growth Fund
Columbia
Variable Portfolio – Large Cap Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of large capitalization companies that fall within the range of the Russell 1000
®
Growth Index (the Index). The market capitalization range of the companies included within the Index was $70.3 million to $759.5 billion as of March
31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. The Fund invests primarily in common stocks of companies that the investment manager believes have the potential for long-term,
above-average earnings growth. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary sector, health care sector, and the information technology and technology-related
sectors.
The Fund may invest up to 25% of its
net assets in foreign investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
Columbia Variable Portfolio – Large Cap
Index Fund
Columbia Variable Portfolio – Large Cap
Index Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in common stocks that comprise the Standard & Poor’s (S&P) 500 Index (the Index). The Fund may invest in derivatives, including futures (including
equity index futures), for cash equitization purposes.
Different common stocks have different weightings in the
Index, depending on the amount of stock outstanding and the stock’s current price. In seeking to match the performance of the Index, Columbia Management Investment Advisers, LLC (the Investment Manager) attempts to allocate the Fund’s
assets among common stocks in approximately the same weightings as the Index. This is referred to as a passive or indexing approach to investing. The Fund may buy shares of Ameriprise Financial, Inc., an affiliate of the Fund’s investment
manager, which is currently included in the Index, subject to certain restrictions.
Columbia Variable Portfolio – Limited Duration Credit
Fund
Columbia Variable Portfolio - Limited Duration
Credit Fund (the Fund) seeks to provide shareholders with a level of current income consistent with preservation of capital.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in corporate bonds. The Fund will primarily invest in debt securities with short- and intermediate-term maturities generally similar to those included in the
Fund’s benchmark index, the Bloomberg Barclays U.S. 1-5 Year Corporate Index (the Index). The Fund may invest up to 15% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but
determined to be of comparable quality (commonly referred to as “high-yield” investments or “junk” bonds).
The Fund’s duration is managed to help reduce volatility
associated with changes in interest rates. Under normal conditions, the Fund will target duration to be similar to or lower than that of the Index, but will not exceed that of the Index by more than one year. As of March 31, 2017, the duration of
the Index was 2.69 years.
The Fund may invest in
privately placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory
restrictions.
The Fund may invest up to 25% of its net
assets in foreign investments, including emerging markets.
Columbia Variable Portfolio – Long Government/Credit Bond
Fund
Columbia Variable Portfolio – Long Government/Credit
Bond Fund (the Fund) seeks total return, consisting of current income and capital appreciation.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund’s investments may include debt instruments of governments throughout the world (including the U.S., other developed
markets, and emerging markets) as well as their agencies and instrumentalities, government-sponsored enterprises, states or other political subdivisions within the U.S. or its territories, sovereign and quasi-sovereign issuers, and non-governmental
issuers (i.e., corporations or
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
similar entities) throughout the world. The Fund may also invest in mortgage-
and other asset backed securities. Although the Fund may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are rated below investment grade or are unrated but determined to be of comparable quality (commonly
referred to as “high yield” investments or “junk” bonds), the Fund will primarily invest in investment grade securities. Investment grade is defined as rated (Baa3/BBB or higher) by at least two of the following rating
agencies: Moody’s, S&P and Fitch. If only two of the three rating agencies rate the security, the lower rating is issued to determine its eligibility. If only one of the three rating agencies rates a security, the rating must be
investment-grade.
The Fund may invest up to 25% of its
net assets in U.S. dollar-denominated foreign debt securities and instruments, including those of foreign governments, non-governmental issuers or other entities, and up to 20% of its net assets in preferred stock.
Under normal circumstances, the Fund’s dollar-weighted
average effective maturity will be ten years or longer. The Fund may invest opportunistically in bonds with maturities lower than 10 years.
The Fund may invest in derivatives,
including futures contracts (including interest rate futures) and swap contracts (including credit default swaps, credit default swap indexes and interest rate swaps) for hedging and investment purposes.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable Portfolio – Mid Cap
Growth Fund
Columbia Variable Portfolio –
Mid Cap Growth Fund (the Fund) seeks to provide shareholders with growth of capital.
Under normal market conditions, the Fund
will invest at least 80% of its net assets (including the amount of any borrowings for investment purposes) at the time of purchase in the common stocks of mid-capitalization companies. For these purposes, midcap companies are considered to be
companies whose market capitalization falls within the market capitalization range of the companies that comprise the Russell Midcap Index (the Index) at the time of purchase (between $70.3 million and $59.4 billion as of March 31, 2017). The market
capitalization range and composition of the companies in the Index are subject to change. As such, the size of the companies in which the Fund invests may change. As long as an investment continues to meet the Fund’s other investment criteria,
the Fund may choose to continue to hold a stock even if the company’s market capitalization grows beyond the market capitalization of the largest company within the Index or falls below the market capitalization of the smallest company within
the Index.
The Fund invests primarily in common
stocks of companies believed to have the potential for long-term, above-average earnings growth but may invest in companies for their short, medium or long-term prospects. The Fund may from time to time emphasize one or more economic sectors in
selecting its investments, including the consumer discretionary sector and the information technology sector.
The Fund may invest up to 20% of its total assets in foreign
securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts.
The Fund may invest in special situations such as companies
involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable
Portfolio – Mid Cap Value Fund
Columbia Variable
Portfolio – Mid Cap Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Under normal circumstances, the Fund invests
at least 80% of its net assets (including the amount of any borrowings for investment purposes) in equity securities of medium-sized companies. Medium-sized companies are those whose market capitalizations at the time of purchase fall within the
market capitalization range of the Russell Midcap Value Index (the Index) (between $203.0 million and $38.8 billion as of March 31, 2017). The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund normally invests in common stocks and also may invest in real estate investment trusts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Columbia Variable Portfolio – Select
International Equity Fund
Columbia Variable Portfolio
– Select International Equity Fund (the Fund) seeks to provide shareholders with capital appreciation.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities (including common stock, preferred stock, and depositary receipts) of companies located in at least three countries other than the United States,
including emerging market countries. The Fund invests in companies that are believed to have the potential for growth. The Fund typically employs a focused portfolio investing style, which results in fewer holdings than a fund that seeks to achieve
its investment objective by investing in a greater number of issuers.
The Fund may invest in companies involved in
initial public offerings, tender offers, mergers, other corporate restructurings and other special situations. The Fund may invest in equity securities of issuers of any market capitalization. From time to time, the Fund may focus its investments in
certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable Portfolio – Select
Large-Cap Value Fund
Columbia Variable
Portfolio – Select Large-Cap Value Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which large market capitalization is defined if it concludes such a change is appropriate.
The Fund invests substantially in securities of U.S. issuers.
The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those companies believed by the investment manager to be undervalued, either historically, by the market, or as compared
with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector. The Fund may hold a small number of securities, consistent
with its value investment approach. Generally, the Fund anticipates holding between 30 and 40 securities in its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Columbia Variable Portfolio – Select Smaller-Cap Value
Fund
Columbia Variable Portfolio – Select
Smaller-Cap Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities of smaller capitalization issuers. These companies have market capitalizations in the range of companies in the Russell 2000
®
Value Index (the Index) at the time of purchase
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
(between $32.5 million and $13.3 billion as
of March 31, 2017). The market capitalization range and composition of the companies in the Index are subject to change. The Fund’s Board of Trustees may change the parameters by which smaller market capitalization is defined if it concludes
such a change is appropriate.
The Fund invests
substantially in securities of U.S. issuers. The Fund may invest up to 25% of its net assets in foreign investments. The Fund also invests substantially in “value” companies. The Fund considers “value” companies to be those
companies believed by the investment manager to be undervalued, either historically, by the market, or as compared with issuers in the same or similar industry or sector. The Fund may from time to time emphasize one or more sectors in selecting its
investments, including the financial services sector. The Fund also may invest in real estate investment trusts. The Fund may hold a small number of securities, consistent with its value investment approach. Generally, the Fund anticipates holding
between 40 and 50 securities in its portfolio; however, the Fund may hold, at any time, more or fewer securities than noted in this range.
Columbia Variable Portfolio – Strategic Income Fund
Columbia Variable Portfolio – Strategic Income Fund (the
Fund) seeks total return, consisting of current income and capital appreciation.
Under normal circumstances, the Fund has substantial exposure
to fixed-income/debt markets. The Fund has the flexibility to invest in any sector of the fixed-income/debt market and across the credit quality spectrum. The Fund may invest in U.S. Government bonds and notes (including those of its agencies and
instrumentalities, and of government-sponsored enterprises), U.S. and international (including developed, developing and emerging markets) bonds and notes, investment grade corporate (or similar) bonds and notes, mortgage- and other asset-backed
securities, high yield (i.e., “junk”) instruments, floating rate loans and other floating rate debt securities, inflation-protected/linked securities, convertible securities, cash/cash equivalents, as well as foreign government,
sovereign and quasi-sovereign debt investments. The Fund’s investments may include non-U.S. dollar denominated instruments. The Fund may also invest in preferred securities. The Fund does not seek to maintain a particular dollar-weighted
average maturity or duration target.
The Fund may invest in derivatives,
including forward contracts (including forward foreign currency contracts for investment and hedging purposes), futures (including bond futures for managing yield curve and duration risk, and index futures and interest rate futures for hedging and
investment purposes), options (including options on listed futures for hedging purposes), and swaps (including credit default swaps, credit default swap indexes and interest rate swaps for hedging purposes, and total return swaps for investment
purposes). The Fund’s use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s portfolio. The Fund may invest in interest-only (IO) and principal-only (PO) bonds (commonly known as stripped
securities) for investment purposes.
The Fund
may purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll
transaction.
The Fund may invest in privately placed and
other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund’s investment strategy may
involve the frequent trading of portfolio securities.
Columbia Variable Portfolio – U.S. Equities Fund
Columbia Variable Portfolio – U.S. Equities Fund (the
Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, at least 80% of the Fund’s
net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of U.S. companies.
Under normal circumstances, the Fund (i)
invests a majority of its net assets in the common stock of small- and midsized companies with market capitalizations under $5 billion at the time of initial investment (Focus Stocks) and (ii) may also invest in companies with market capitalizations
above $5 billion, provided that immediately after that
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
investment a majority of the Fund’s net assets would be invested in
Focus Stocks. The Fund may continue to hold, and to make additional investments in, Focus Stocks whose market capitalization has grown to exceed $5 billion, regardless of whether the Fund’s investments in Focus Stocks are a majority of the
Fund’s net assets.
The Fund may also invest up to 20% of its
net assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial
services sector. The Fund also may invest in real estate investment trusts.
The Fund may invest in derivatives, including futures
(including equity futures and index futures) and options, for hedging or investment purposes.
Columbia Management Investment Advisers, LLC (Columbia
Management or the Investment Manager) serves as the investment manager for the Fund and will attempt to achieve the Fund’s objective by managing a portion of the Fund’s assets (the Columbia Management sleeve) and selecting one or more
subadvisers to manage other sleeves independently of each other and Columbia Management. A portion of the Fund’s assets is subadvised by Columbia Wanger Asset Management, LLC (CWAM), a wholly-owned affiliate of the Investment Manager. The
subadviser and Columbia Management each make investment decisions for their respective sleeves independently of one another.
Columbia Variable Portfolio – U.S. Government Mortgage
Fund
Columbia Variable Portfolio – U.S. Government
Mortgage Fund (the Fund) seeks to provide shareholders with current income as its primary objective and, as its secondary objective, preservation of capital.
The Fund’s assets primarily are invested in
mortgage-related securities. Under normal market conditions, at least 80% of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in mortgage-related securities that either are issued or
guaranteed as to principal and interest by the U.S. Government, its agencies, authorities or instrumentalities. This includes, but is not limited to, Government National Mortgage Association (GNMA or Ginnie Mae) mortgage-backed bonds, which are
backed by the full faith and credit of the U.S. Government; and Federal National Mortgage Association (FNMA or Fannie Mae) and Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac) mortgage-backed bonds. FNMA and FHLMC are chartered or
sponsored by Acts of Congress; however, their securities are neither issued nor guaranteed by the U.S. Treasury.
The Fund’s investments in mortgage-related securities
include investments in stripped mortgage-backed securities such as interest-only (IO) and principal-only (PO) securities.
The Fund may invest in debt instruments of any maturity and
does not seek to maintain a particular dollar-weighted average maturity.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest in derivatives,
including futures (including interest rate futures) to manage duration and yield curve exposure and to manage exposure to movements in interest rates. The Fund’s use of derivatives creates leverage (market exposure in excess of the
Fund’s assets) in the Fund’s portfolio.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Short-Term Cash Fund
Columbia Short-Term Cash Fund (the Fund) seeks to
provide shareholders with maximum current income consistent with liquidity and stability of principal.
The Fund’s assets primarily are invested in money market
instruments, such as marketable debt obligations issued by corporations or the U.S. Government, its agencies or instrumentalities, bank certificates of deposit, bankers’ acceptances, letters of credit, commercial paper, including asset-backed
commercial paper, and repurchase
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
agreements. The Fund may invest more than
25% of its total assets in money market instruments issued by U.S. banks, U.S. branches of foreign banks and U.S. Government securities in the event that such investments would be appropriate for the Fund in seeking to achieve its objective,
including, for example, if the interest rate environment is such that these investments are expected to provide higher rates of return than other money market instruments. The Fund may invest less than 25% in such investments if the interest rate
environment is such that other money market instruments are expected to provide a higher rate of return. Additionally, the Fund may invest up to 35% of its total assets in U.S. dollar-denominated foreign investments. The Fund may invest in privately
placed and other securities or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory
restrictions.
Although the Fund’s shares are
priced with a floating NAV (effective October 1, 2016), capital appreciation is not expected to play a role in the Fund’s return. The Fund’s yield generally will vary from day to day.
The Fund restricts its investments to instruments that meet
certain maturity and quality standards required by the SEC for money market funds. For example, the Fund:
■
|
Buys securities determined
to present minimal credit risk by Columbia Management Investment Advisers, LLC (the Investment Manager).
|
■
|
Limits its U.S.
dollar-weighted average portfolio maturity to 60 days or less and its U.S. dollar-weighted average life to 120 days or less.
|
■
|
Buys obligations with
remaining maturities of 397 days or less (as maturity is calculated by SEC rules governing the operation of money market funds).
|
■
|
Buys only
obligations that are denominated in U.S. dollars.
|
The Fund is offered only to other Columbia Funds.
Variable Portfolio – American Century Diversified
Bond Fund
Variable Portfolio - American Century
Diversified Bond Fund (the Fund) seeks to provide shareholders with a high level of current income.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. At least 50% of the Fund’s net assets will be invested in securities like those included in the
Bloomberg Barclays U.S. Aggregate Bond Index (the Index), which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government, corporate bonds, and mortgage- and asset-backed securities. Although
the Fund emphasizes high- and medium-quality debt securities, it may assume increased credit risk by investing in below investment-grade fixed-income securities (commonly referred to as “high-yield” investments or “junk”
bonds).
The Fund may invest in securities
issued or guaranteed by the U.S. Treasury and certain U.S. Government agencies or instrumentalities such as the Government National Mortgage Association (Ginnie Mae). Ginnie Mae is supported by the full faith and credit of the U.S. Government.
Securities issued or guaranteed by other U.S. Government agencies or instrumentalities, such as the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac), and the Federal Home Loan Bank (FHLB)
are not guaranteed by the U.S. Treasury or supported by the full faith and credit of the U.S. Government. However, they are authorized to borrow from the U.S. Treasury to meet their obligations.
The Fund may invest up to 25% of its net
assets in debt instruments of foreign issuers, including issuers in emerging markets.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures) and swaps (including credit default swaps and credit default swap indexes) in an effort to manage interest rate exposure, to produce
incremental earnings, to hedge existing positions, and to increase market exposure and investment flexibility.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund’s investment strategy
may involve the frequent trading of portfolio securities.
Variable Portfolio – BlackRock Global Inflation-Protected
Securities Fund
Variable Portfolio - BlackRock Global
Inflation-Protected Securities Fund (the Fund) seeks to provide shareholders with total return that exceeds the rate of inflation over the long term.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in inflation-protected debt securities. These securities include inflation-indexed bonds of varying maturities issued by the U.S. Government and
non-U.S. governments, their agencies or instrumentalities, and U.S. and non-U.S. corporations. The Fund invests only in securities rated investment grade at the time of purchase by a third-party rating agency or, if unrated, deemed by the management
team to be of comparable quality. Up to 20% of the Fund’s net assets may be invested in sectors outside the Fund’s benchmark index, the Bloomberg Barclays World Government Inflation-Linked Bond Index USD Hedged (the Index). The Fund
seeks to maintain an average duration that is within a range of plus or minus 20% of the duration of the Index.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in debt obligations of foreign governments, and companies that (a) maintain their principal place of business or conduct their principal business activities outside the U.S., (b) have their securities traded on non-U.S.
exchanges or (c) have been formed under the laws of non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a
company to conduct its principal business activities outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S. From time to time, the Fund may focus its investments
in certain countries or geographic areas, including Europe.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts), futures (including interest rate futures, other bond futures and index futures), options (including options on futures and indices) and swaps (including interest rate swaps and inflation rate
swaps). The Fund may enter into derivatives for investment purposes, for risk management (hedging) purposes, to increase flexibility, to produce incremental earnings, and to manage duration, yield curve and interest rate exposure. The Fund’s
use of derivatives creates leverage (market exposure in excess of the Fund’s assets) in the Fund’s portfolio.
The portfolio manager may hedge any portion of the non-U.S.
dollar denominated securities in the Fund to the U.S. dollar.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
The Fund is
non-diversified, which means that it can invest a greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Variable Portfolio – CenterSquare Real Estate Fund
Variable Portfolio – CenterSquare Real Estate Fund (the
Fund) seeks to provide shareholders with current income and capital appreciation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity and equity-related securities issued by companies in the real estate industry. A company is considered to be in the real estate industry if it (i) derives
at least 50% of its revenues or profits from the ownership, construction, management, financing or sale of residential, commercial or industrial real estate or (ii) has at least 50% of the fair market value of its assets invested in residential,
commercial or industrial real estate. Companies in the real estate industry include, among others, real estate operating companies (REOCs) and real estate investment trusts (REITs).
Variable Portfolio – Columbia Wanger International
Equities Fund
Variable Portfolio - Columbia Wanger
International Equities Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) will be invested in equity securities. Under normal circumstances, the Fund invests at least 75% of its total assets in foreign companies in developed markets
(for example, Japan, Canada and the United Kingdom) and in emerging markets (for example, China, India and Brazil).
Under normal circumstances, the Fund invests a majority of its
net assets in the common stock of small- and mid-sized companies with market capitalizations under $5 billion at the time of initial investment. However, if the Fund's investments in such companies represent less than a majority of its net assets,
the Fund may continue to hold and to make additional investments in an existing company in its portfolio even if that company's capitalization has grown to exceed $5 billion.
Under normal circumstances, the Fund may
invest in companies with market capitalizations above $5 billion at the time of initial investment, provided that immediately after that investment a majority of its net assets would be invested in companies whose market capitalizations were under
$5 billion at the time of initial investment. From time to time, the Fund may focus its investments in certain countries or geographic areas, including Japan. The Fund may from time to time emphasize one or more sectors in selecting its investments,
including the consumer discretionary sector and the industrials sector.
Variable Portfolio – DFA International Value Fund
Variable Portfolio - DFA International Value Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
The Fund invests primarily in equity
securities of large non-U.S. companies associated with developed markets that the Fund’s portfolio managers determine to be value stocks at the time of purchase. These equity securities generally include common stock, preferred stock and
depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Under normal circumstances, the Fund intends to invest at
least 40% of its assets in companies in three or more non-U.S. developed market countries. From time to time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe.
Investments for the Fund will not be based upon an
issuer’s dividend payment policy or record. However, many of the companies whose securities will be included in the Fund’s portfolio pay dividends. It is anticipated, therefore, that the Fund will receive dividend income.
The Fund may invest in derivatives, including forward
contracts (including forward foreign currency contracts) in connection with the settlement of equity trades or the exchange of one currency for another and futures contracts (including equity futures and index futures) to adjust market exposure
based on actual or expected cash inflows to or outflows from the Fund.
Variable Portfolio – Eaton Vance Floating-Rate Income
Fund
Variable Portfolio - Eaton Vance Floating-Rate
Income Fund (the Fund) seeks to provide shareholders with a high level of current income.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in income producing floating rate loans and other floating rate debt securities. These debt instruments will generally be rated non-investment
grade by recognized rating agencies (similar to “high-yield” investments or “junk bonds”) or, if unrated, determined to be of comparable quality. The Fund invests in senior floating rate loans of borrowers (Senior Loans). The
Fund may also purchase secured and unsecured subordinated loans, second lien loans and subordinate bridge loans (Junior Loans), or other floating rate debt instruments, fixed income debt instruments and money market instruments. Other floating rate
debt securities, fixed-income debt securities and money market instruments may include: bonds, notes and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its agencies or instrumentalities; and
commercial paper. For purposes of the 80% policy, money market holdings with a remaining maturity of less than 60 days will be deemed floating rate assets.
The Fund may invest up to 25% of its net assets in foreign
investments.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Floating rate loans are debt obligations of companies and
other similar entities that have interest rates that adjust or “float” periodically (normally on a daily, monthly, quarterly or semiannual basis by reference to a base lending rate (such as London Interbank Offered Rate (commonly known
as LIBOR)) plus a premium). Floating rate loans are typically structured and administered by a financial institution that acts as the agent of the lenders participating in the floating rate loan. The Fund may acquire loans directly through the agent
or from another holder of the loan by assignment. They are generally valued on a daily basis by independent pricing services.
Variable Portfolio – Jennison Mid Cap Growth
Fund
Variable Portfolio - Jennison Mid Cap Growth Fund
(the Fund) seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund
invests at least 80% of its net assets (including the amount of any borrowings for investment purposes) in the equity securities of mid-capitalization companies. Mid-capitalization companies are defined as those companies with a market
capitalization that falls within the range of the companies that comprise the Russell Midcap
®
Growth Index (the Index). The market capitalization
range of the companies included within the Index was $70.3 million to $59.4 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer discretionary and the information technology sectors.
Variable Portfolio – Lazard International Equity Advantage
Fund
Variable Portfolio – Lazard International Equity
AdvantageFund (the Fund) seeks long-term capital appreciation.
Under normal circumstances, the Fund invests at least 80% of
its net assets (including the amount of any borrowings for investment purposes) in equity securities of companies located in countries outside the United States. Equity securities include, without limitation, common stocks, preferred stocks and
securities convertible into common or preferred stocks. From time to time, the Fund may focus its investments in certain countries or geographic areas.
The Fund may invest in companies across all
market capitalizations. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
The Fund’s investments include companies that are
located in the countries represented in the MSCI Europe, Australasia, Far East (EAFE) Index (the Index), which includes developed countries outside of North America. The Fund may invest up to 20% of its net assets in companies that are located in
countries not represented in the Index, such as emerging markets countries. The Fund will invest primarily in securities of companies listed on a non-U.S. securities exchange or quoted on an established foreign over-the-counter market, or in
depository receipts such as American Depositary Receipts (ADRs), Global Depositary Receipts (GDRs) and European Depositary Receipts (EDRs).
The Fund may invest in real estate investment trusts (REITs),
warrants and rights.
The Fund may invest in
exchange-traded funds (ETFs).
In managing the Fund, the subadviser
utilizes a quantitatively driven, bottom-up stock selection process.
Variable Portfolio – Loomis Sayles Growth Fund
Variable Portfolio - Loomis Sayles Growth Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
The Fund invests primarily in equity
securities of large-capitalization companies believed to have the potential for long-term growth. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities, including emerging market securities, directly or indirectly through depositary receipts.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
The Fund will not concentrate its assets in any single
industry but may from time to time invest more than 25% of its assets in companies conducting business in various industries within an economic sector. The Fund will typically invest in a limited number of companies.
Variable Portfolio – Los Angeles Capital
Large Cap Growth Fund
Variable Portfolio – Los
Angeles Capital Large Cap Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in equity securities of U.S. large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Growth Index (the Index) at the time of purchase (between $70.3 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change. The Fund may invest in preferred stock, real estate investment trusts (REITs) and master limited partnerships (MLPs). The Fund may from time to time emphasize one or more sectors in
selecting its investments, including the consumer discretionary sector, the health care sector and the information technology sector.
The Fund’s subadviser uses quantitative methods to
identify investment opportunities and construct the Fund’s portfolio.
Variable Portfolio - MFS
®
Blended Research
®
Core Equity Fund
Variable Portfolio - MFS
®
Blended Research
®
Core Equity Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Under normal market conditions, at least 80% of the
Fund’s net assets (plus the amount of any borrowings for investment purposes) are invested in equity securities. Equity securities include, for example, common stock, preferred stock, convertible securities and real estate investment trusts
(REITs). The Fund may invest in companies that are believed to have above average earnings growth potential compared to other companies (growth companies), in companies that are believed to be undervalued compared to their perceived worth (value
companies), or in a combination of growth and value companies. Although the Fund may invest in companies of any size, the Fund primarily invests in companies with capitalizations of at least $5 billion at the time of the Fund’s
investment.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the information
technology and technology-related sectors.
The
subadviser uses fundamental analysis and quantitative models in buying and selling investments for the Fund.
Variable Portfolio – MFS
®
Value Fund
Variable Portfolio - MFS
®
Value Fund (the Fund) seeks to provide shareholders with long-term capital growth.
The Fund’s assets are invested primarily in equity
securities. The Fund invests primarily in the stocks of companies that are believed to be undervalued compared to their perceived worth (value companies). Value companies tend to have stock prices that are low relative to their earnings, dividends,
assets, or other financial measures.
The Fund may invest up to 25% of its net
assets in foreign investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Equity securities in which the Fund may invest include common
stocks, preferred stocks, securities convertible into common stocks, equity interests in real estate investment trusts (REITs) and depositary receipts for such securities. While the Fund may invest its assets in companies of any size, the Fund
generally focuses on large-capitalization companies. Large-capitalization companies are defined by the Fund as those companies with market capitalizations of at least $5 billion at the time of purchase.
Variable Portfolio – Morgan Stanley Advantage Fund
Variable Portfolio - Morgan Stanley Advantage Fund (the Fund)
seeks to provide shareholders with long-term capital growth.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Under normal market conditions, the Fund has
exposure to equity securities. Equity securities include common stocks, preferred stocks, securities convertible into common stocks, rights and warrants to purchase common stocks, exchange-traded funds (ETFs), and limited partnership interests.
While the Fund may invest in companies of any size, the Fund primarily focuses on large capitalization companies that fall within the range of the Russell
1000
®
Growth Index (the Index). The market capitalization range of the companies included
within the Index was $70.3 million to $759.5 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may invest up to 15% of its net assets in foreign
investments, including emerging market investments. The Fund may invest directly in foreign securities or indirectly through depositary receipts. The Fund may from time to time emphasize one or more sectors in selecting its investments, including
the consumer discretionary and information technology and technology-related sector.
Variable Portfolio – Oppenheimer International Growth
Fund
Variable Portfolio – Oppenheimer International Growth
Fund (the Fund) seeks to provide shareholders with long-term capital growth.
The Fund’s assets are primarily
invested in equity securities of foreign issuers as well as depositary receipts. Equity securities include common stocks, preferred stocks, and securities convertible into common stock. Under normal circumstances, the Fund invests in companies
located in at least three countries outside the U.S. From time to time it may place greater emphasis on investing in one or more particular regions such as Asia, Europe or Latin America. The Fund may also invest up to 10% of its net assets in
securities that provide exposure to emerging markets. The Fund may invest in the securities of issuers of any market capitalization. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the consumer
discretionary sector and the industrials sector. Under normal circumstances, the Fund will emphasize investments in issuers that the portfolio managers consider to be “growth” companies.
Variable Portfolio – Partners Core Bond Fund
Variable Portfolio – Partners Core Bond Fund (the Fund)
seeks to provide shareholders with a high level of current income while conserving the value of the investment for the longest period of time.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities. The Fund invests primarily in securities like those included in the Bloomberg Barclays U.S. Aggregate Bond Index (the Index),
which are investment grade and denominated in U.S. dollars. The Index includes securities issued by the U.S. Government and its agencies and instrumentalities, corporate bonds, and mortgage- and asset-backed securities. The Fund may invest in
mortgage dollar rolls and reverse repurchase agreements, as well as invest in U.S. dollar-denominated debt securities of foreign issuers.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio.
Variable Portfolio –
Partners Small Cap Growth Fund
Variable
Portfolio - Partners Small Cap Growth Fund (the Fund) seeks to provide shareholders with long-term capital growth.
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in the equity securities of small-capitalization companies. Small-capitalization companies are defined as those companies with a market
capitalization, at the time of purchase, of up to $2.5 billion, or that fall within the range of the Russell 2000
®
Growth Index (the Index). The
market capitalization range of the companies included within the Index was $18.7 million to $13.3 billion as of March 31, 2017. The market
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
capitalization range and composition of the
companies in the Index are subject to change. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the industrials sector, health care sector and the technology and technology-related sectors.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each subadviser employs an active investment strategy. One or more of the Fund’s subadvisers uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s
portfolio.
Variable Portfolio – Partners
Small Cap Value Fund
Variable Portfolio - Partners Small
Cap Value Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Under normal market conditions, at least 80%
of the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in small cap companies. For these purposes, small cap companies are those that have a market capitalization, at the time of investment, that
falls within the range of the Russell 2000
®
Value Index (the Index) or up to $2.5 billion, whichever is greater. The Fund may buy and hold stock in
a company that is not included in the Index. The market capitalization range of the companies included within the Index was $32.5 million to $13.3 billion as of March 31, 2017. The market capitalization range and composition of the companies in the
Index are subject to change. The Fund may invest in any type of security, including common stocks and depositary receipts.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector and the industrials sector.
Multiple subadvisers provide the day-to-day management of the
Fund’s portfolio. Each of the subadvisers employs an active investment strategy that focuses on small cap companies in an attempt to take advantage of what are believed to be undervalued securities. One or more of the Fund’s subadvisers
uses quantitative methods to identify investment opportunities and construct their portion of the Fund’s portfolio.
Variable Portfolio – Pyramis
®
International Equity Fund
Variable Portfolio – Pyramis
®
International Equity Fund (the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal circumstances, at least 80% of
the Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of foreign issuers, located or traded in countries other than the U.S., that are believed to offer strong growth
potential. Under normal circumstances, the Fund invests its assets in common stocks of companies whose market capitalizations fall within the range of the companies that comprise the MSCI Europe, Australasia and Far East (EAFE) Index (the Index).
The market capitalization range of the companies included within the Index was $1.9 billion to $238.5 billion as of March 31, 2017. The market capitalization range and composition of the companies in the Index are subject to change. From time to
time, the Fund may focus its investments in certain countries or geographic areas, including the Asia/Pacific region and Europe. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial
services sector.
Variable Portfolio – TCW
Core Plus Bond Fund
Variable Portfolio - TCW Core Plus
Bond Fund (the Fund) seeks to provide shareholders with total return through current income and capital appreciation.
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in bonds and other debt securities, including debt securities issued by the U.S. Government, its agencies, instrumentalities or sponsored corporations, debt
securities issued by corporations, mortgage- and other asset-backed securities, dollar-denominated securities issued by foreign governments, companies or other entities, bank loans and other obligations. For purposes of its 80% test, the Fund treats
investment in loans as “debt securities,” even though loans may not be “securities” under certain of the federal securities laws. The Fund invests at least 60% of its net assets in debt securities that, at the time of
purchase, are rated in at least one of the three highest rating categories or are unrated securities determined to be of comparable quality. The Fund may invest up to 20% of its net assets in debt instruments that, at the time of purchase, are
rated
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
below investment grade or are unrated but determined to be of comparable
quality (commonly referred to as “high-yield” investments or “junk” bonds). The Fund may invest in fixed income securities of any maturity and does not seek to maintain a particular dollar-weighted average maturity or
duration at the Fund level.
Up to 25% of the
Fund’s net assets may be invested in foreign investments, which may include investments in non-U.S. dollar denominated securities, as well as investments in emerging markets securities. In connection with its strategy relating to foreign
investments, the Fund may buy or sell foreign currencies in lieu of or in addition to non-dollar denominated fixed-income securities in order to increase or decrease its exposure to foreign interest rate and/or currency markets.
The Fund may purchase or sell securities on a when-issued,
delayed delivery or forward commitment basis. Such securities may include mortgage-backed securities acquired or sold in the “to be announced” (TBA) market and those in a dollar roll transaction.
The Fund may invest in privately placed and other securities
or instruments that are purchased and sold pursuant to Rule 144A or other exemptions under the Securities Act of 1933, as amended (the 1933 Act), subject to liquidity determinations and certain regulatory restrictions.
The Fund may also hold/invest in cash, money market
instruments (which may include investments in one or more affiliated or unaffiliated money market funds or similar vehicles) or other high-quality, short-term investments, including for the purpose of covering its obligations with respect to, or
that may result from, the Fund’s investments in derivatives.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Variable Portfolio – T. Rowe Price Large
Cap Value Fund (prior to November 14, 2016 Variable Portfolio – NFJ Dividend Value Fund)
Variable Portfolio – T. Rowe Price Large Cap Value Fund
(the Fund) seeks to provide shareholders with long-term growth of capital and income.
Under normal market conditions, at least 80% of the
Fund’s net assets (including the amount of any borrowings for investment purposes) are invested in equity securities of large-capitalization companies. These companies have market capitalizations in the range of companies in the Russell 1000
®
Value Index (the Index) at the time of purchase (between $203.0 million and $759.5 billion as of March 31, 2017). The market capitalization range and
composition of the companies in the Index are subject to change.
The Fund may invest up to 25% of its net assets in foreign
investments. The Fund may invest in foreign securities directly or indirectly through depositary receipts. The Fund’s subadviser seeks to identify companies that appear to be undervalued by various measures, and may be temporarily out of
favor, but, in the opinion of the subadviser, have good prospects for capital appreciation. The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services sector.
Variable Portfolio – Victory Sycamore Established Value
Fund
Variable Portfolio - Victory Sycamore Established Value Fund
(the Fund) seeks to provide shareholders with long-term growth of capital.
Under normal market conditions, the Fund
invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of mid-capitalization companies. For these purposes, the Fund considers mid-cap companies to be those whose market capitalization
falls within the range of the Russell Midcap Value Index (the Index). The market capitalization range of the companies included within the Index was $203.0 million to $38.8 billion as of March 31, 2017. The market capitalization range and
composition of the companies in the Index are subject to change. The Fund may invest in American Depository Receipts (ADRs). The Fund may from time to time emphasize one or more sectors in selecting its investments, including the financial services
sector.
Variable Portfolio – Wells Fargo
Short Duration Government Fund
Variable Portfolio -
Wells Fargo Short Duration Government Fund (the Fund) seeks to provide shareholders with current income consistent with capital preservation.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Under normal market conditions, the Fund invests at least 80%
of its net assets (including the amount of any borrowings for investment purposes) in U.S. Government obligations, including debt securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies or government-sponsored entities. The
Fund may invest up to 20% of its net assets within non-government mortgage and asset-backed securities.
In pursuit of its objective, the Fund will purchase only
securities that are rated, at the time of purchase, within the two highest rating categories assigned by a nationally recognized statistical ratings organization, or if deemed to be of comparable quality. As part of the Fund’s investment
strategy, it may invest in stripped securities (securities that have been transformed from a principal amount with periodic interest coupons into a series of zero-coupon bonds, with the range of maturities matching the coupon payment dates and the
redemption date of the principal amount) or enter into mortgage dollar rolls and reverse repurchase agreements. In addition, the Fund may invest in mortgage-backed securities guaranteed by U.S. Government agencies, and to a lesser extent, other
securities rated AA- or Aa3 that the Fund’s subadviser believes will sufficiently outperform U.S. Treasuries. Generally, the portfolio’s overall dollar-weighted average effective duration is less than that of a 3-year U.S. Treasury
note.
The Fund may invest in derivatives, such as
futures contracts (including interest rate futures) to hedge interest rate exposure of the Fund.
The Fund’s investment strategy may involve the frequent
trading of portfolio securities.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Underlying Funds — Principal
Risks
The ability of the Fund to meet its investment
objective is directly related to its allocation among the Underlying Funds and the ability of the Underlying Funds to meet their investment objectives, as well as the investment performance of the Fund’s other investments. The following
is a brief description of certain of the principal risks associated with investment in the Underlying Funds in which the Fund may invest as part of its principal investment strategies. The Fund is subject indirectly to these risks through its
investments in the Underlying Funds, and is also subject directly to certain of these risks to the extent it invests in individual securities and other instruments, as described in
Principal Risks
above.
Additional information regarding the principal risks associated with investment in the Underlying Funds is available in the applicable Underlying Fund’s prospectus and Statement of Additional Information, which are incorporated by reference
into this prospectus. This prospectus is not an offer for any of the Underlying Funds.
The references in each case to the “Fund” within
each of the below risks descriptions in this Appendix B refers to the Underlying Fund(s) that the Fund may invest in.
Active Management Risk.
Certain Funds are actively managed by their portfolio managers. Certain other Funds are managed based primarily on quantitative methods, with the portfolio managers conducting a qualitative review of the quantitative output. In either case, the
Funds could underperform their benchmark indices and/or other funds with similar investment objectives and/or strategies.
Asset-Backed Securities Risk.
The value of the Fund's asset-backed securities may be affected by, among other things, changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the receivables, the creditworthiness of the
entities that provide any supporting letters of credit, surety bonds or other credit enhancements, or the market's assessment of the quality of underlying assets. Most asset-backed securities are subject to prepayment risk (i.e., the risk that the
Fund will have to reinvest the money received in securities that have lower yields). Rising or high interest rates tend to extend the duration of asset-backed securities, resulting in valuations that are volatile and sensitive to changes in interest
rates.
Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Commodity Futures Trading Commission (CFTC) Regulatory Risk.
The Fund does not qualify for an exemption from registration as a “commodity pool” under rules of the Commodity Exchange Act (the CEA). Accordingly, the Fund is a commodity pool under the CEA and the
Investment Manager is registered as a “commodity pool operator” under the CEA. The Fund is subject to dual regulation by the SEC and the CFTC. Compliance with the CFTC’s regulatory requirements could increase Fund expenses,
adversely affecting the Fund’s total return.
Confidential Information Access Risk.
Portfolio managers may avoid the receipt of material, non-public information (Confidential Information) about the issuers of floating rate loans (including from the issuer itself) being considered for acquisition by the
Fund, or held in the Fund. A decision not to receive Confidential Information may disadvantage the Fund and could adversely affect the Fund’s performance.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Correlation/Tracking Error Risk.
The Fund’s value will generally decline when the performance of the Index declines. A number of factors may affect the Fund’s ability to achieve a high degree of correlation with the Index, and there is no
guarantee that the Fund will achieve a high degree of correlation. Failure to achieve such degree of correlation may prevent the Fund from achieving its investment objective. The factors that may adversely affect the Fund’s correlation with
the Index include the size of the Fund’s portfolio, fees, expenses, transaction costs, income items, valuation methodology, accounting standards, the effectiveness of sampling techniques, changes in the Index and
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
disruptions or illiquidity in the markets
for the securities in which the Fund invests. While the Fund typically attempts to track the performance of the Index by investing all, or substantially all, of its assets in the types of securities that make up the Index in approximately the same
proportion as their weighting in the Index, at times, the Fund may not have investment exposure to all securities in the Index, or its weighting of investment exposure to securities may be different from that of the Index. In addition, the Fund may
invest in securities not included in the Index. The Fund may take or refrain from taking investment positions for various reasons, such as tax efficiency purposes, or to comply with regulatory restrictions, which may negatively affect the
Fund’s correlation with the Index. The Fund may also be subject to large movements of assets into and out of the Fund, potentially resulting in the Fund being over- or under-exposed to certain securities comprising the Index and may be
impacted by Index reconstitutions and Index rebalancing events. The Fund also bears management and other expenses and transaction costs in trading securities, which the Index does not bear. Accordingly, the Fund’s performance will likely fail
to match the performance of the Index, after taking expenses into account. Any of these factors could decrease correlation between the performance of the Fund and the Index and may hinder the Fund’s ability to meet its investment objective. It
is not possible to invest directly in an index.
Counterparty Risk.
Counterparty risk is the risk that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle invested in by the Fund may become insolvent or otherwise fail to perform its obligations. As a result, the
Fund may obtain no or limited recovery of its investment, and any recovery may be significantly delayed.
Credit Risk.
Credit risk is
the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations, such as
making payments to the Fund when due. Rating agencies assign credit ratings to certain loans and fixed-income securities to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk
as compared to higher-rated loans or securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a
default than investment grade loans or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or securities, or if the ratings of loans or securities held by the Fund are lowered
after purchase, the Fund will depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may
adversely affect the Fund. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of
the loan, or ordering the refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell
the loan at a price approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the
Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications.
Derivatives Risk.
Derivatives
may involve significant risks. Derivatives are financial instruments with a value in relation to, or derived from, the value of an underlying asset(s) or other reference, such as an index, rate or other economic indicator (each an underlying
reference). Derivatives may include those that are privately placed or otherwise exempt from SEC registration, including certain Rule 144A eligible securities. Derivatives could result in
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Fund losses if the underlying reference does
not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment techniques, risks, and tax planning different from those associated with more traditional investment instruments. The Fund’s
derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A relatively small movement in the price, rate or
other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. The value of derivatives may be influenced by a variety of factors,
including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more costly, may limit the market for derivatives, or may otherwise adversely affect the
value or performance of derivatives. Derivatives can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while exposing the Fund
to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated and can experience lengthy periods of illiquidity, unusually high trading volume and other
negative impacts, such as political intervention, which may result in volatility or disruptions in such markets. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin
paid. Forward contracts can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk,
counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Futures Contracts
Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date
for delivery of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures
contract markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum permissible daily price movement. The Fund may be disadvantaged if it is
prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in
futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the futures market
could be reduced. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the portfolio. As a result, a relatively small price movement in a futures contract may
result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures markets are highly volatile and the use of futures may increase the volatility of
the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase the Fund’s risk exposure to underlying references and their attendant risks,
such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Options Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date. By
investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying reference at a disadvantageous price on or before the expiration date. Options may involve economic leverage, which could result in greater
volatility in price movement. The Fund's losses could be significant, and are potentially unlimited for certain types of options. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an options
contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in options prices. Options can increase the Fund’s risk
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
exposure to underlying references and their attendant risks such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments may lack a liquid secondary market and
their prices or value can be volatile which could result in significant losses for the Fund. Structured investments may create economic leverage which may increase the volatility of the value of the investment. Structured investments can increase
the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Swaps Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period of time.
Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price movement in
a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short swap
transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Focused Portfolio Risk.
Because the Fund may invest in a limited number of companies, the Fund as a whole is subject to greater risk of loss if any of those securities decline in price.
Foreign Currency Risk.
The
performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its assets in foreign securities or other
assets denominated in currencies other than the U.S. dollar.
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with investing in the particular
country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region, as well as risks associated
with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of economic and other sanctions
against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of
foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S. dollar,
particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Forward Commitments on Mortgage-Backed Securities (including
Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon price on an
agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells securities to
a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may decline below the
repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the
risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance
with the terms of the instrument.
Frequent
Trading Risk.
The portfolio managers may actively and frequently trade investments in the Fund's portfolio to carry out its investment strategies. Frequent trading can mean higher brokerage and other
transaction costs, which could reduce the Fund's return. The trading costs associated with portfolio turnover may adversely affect the Fund’s performance.
Frontier Market Risk.
Frontier
market countries generally have smaller economies and even less developed capital markets than traditional emerging market countries (which themselves have increased investment risk relative to more developed market countries) and, as a
result, the Fund’s exposure to the risks associated with investing in emerging market countries are magnified when the Fund invests in frontier market countries. Increased risks include: the potential for extreme price volatility and
illiquidity in frontier market countries; government ownership or control of parts of the private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist and similar
measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries.
Geographic Focus Risk.
The
Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. The Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Asia Pacific Region.
Many of the countries in the Asia Pacific region are considered underdeveloped or developing, including from a political, economic and/or social perspective, and may have relatively unstable governments and economies
based on limited business, industries and/or natural resources or commodities. Events in any one country within the region may impact other countries in the region or the region as a whole. As a result, events in the region will generally have a
greater effect on the Fund than if the Fund were more geographically diversified. This could result in increased volatility in the value of the Fund’s investments and losses for the Fund. Also, securities of some companies in the region can be
less liquid than U.S. or other foreign securities, potentially making it difficult for the Fund to sell such securities at a desirable time and price.
Europe.
The Fund is
particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries in Europe. In addition, the private and public sectors’ debt problems of a single European Union (EU) country can pose
significant economic risks to the EU as a whole. As a result, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Europe fall out of favor, it may cause the Fund to
underperform other funds that do not focus their investments in this region of the world.
Japan.
The Fund is highly
susceptible to the social, political, economic, regulatory and other conditions or events that may affect Japan’s economy. The Japanese economy is heavily dependent upon international trade, including, among other things, the export of
finished goods and the import of oil and other commodities and raw materials. Because of its trade dependence, the Japanese economy is particularly exposed to the risks of currency fluctuation, foreign trade policy and regional and global economic
disruption. Japanese government policy has been characterized by economic regulation, intervention, protectionism and large government deficits. The Japanese economy is also challenged by an unstable financial services sector, highly leveraged
corporate balance sheets and extensive cross-ownership among major corporations. Structural social and labor market changes, including an aging workforce, population
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
decline and traditional aversion to labor
mobility may adversely affect Japan’s economic competitiveness and growth potential. The potential for natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could also have significant negative effects on
Japan’s economy. As a result of the Fund’s investment in Japanese securities, the Fund’s NAV may be more volatile than the NAV of a more geographically diversified fund. If securities of issuers in Japan fall out of favor, it may
cause the Fund to underperform other funds that do not focus their investments in Japan.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may include highly leveraged transactions whereby the borrower assumes large amounts of debt in order to have the financial resources to attempt to achieve
its business objectives. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other investments.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality
expose the Fund to a greater risk of loss of principal and income than a fund that invests solely or primarily in investment grade debt instruments. In addition, these investments have greater price fluctuations, are less liquid and are more likely
to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may be limited by bankruptcy or
other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Industry Concentration Risk.
Investments that are concentrated in a particular industry will make
the Fund’s portfolio value more
susceptible to the events or
conditions impacting that particular industry.
Because the Fund
may invest more than 25% of its total assets
in money market
instruments issued by banks,
the value of
the Fund may be adversely affected by economic, political or regulatory developments in or that impact the banking
industry.
Inflation-Protected Securities
Risk.
Inflation-protected debt securities tend to react to changes in real interest rates (i.e., nominal interest rates minus the expected impact of inflation). In general, the price of such securities falls when
real interest rates rise, and rises when real interest rates fall. Interest payments on these securities will vary and may be more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such
investments.
Infrastructure-Related Companies Risk.
Because the Fund concentrates its investments in infrastructure-related securities, the Fund has greater exposure to adverse economic, regulatory, political, legal, and other conditions or events affecting the issuers
of such securities. Additionally, infrastructure-related entities may be subject to regulation by various governmental authorities and may also be affected by governmental regulation of rates charged to customers, service interruption and/or legal
challenges due to environmental, operational or other conditions or events and the imposition of special tariffs and changes in tax laws, regulatory policies and accounting standards.
Interest Rate Risk.
Interest
rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income instruments tend to fall, and if interest
rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but will generally affect the value of the
Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of debt obligations, which, in turn, would
increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in interest rates. Such actions may negatively
affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
coupon rates are typically less sensitive to interest rate changes, but these
debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt instruments reset only periodically,
changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the Fund’s investments in fixed-income
instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Investment Strategy Risk.
There is no assurance that the Fund will meet its target predicted tracking error over the long term or for any year or period of years, or that the Fund’s predicted tracking error and actual tracking error will be
similar. The Fund's strategy to target a predicted tracking error of approximately 2% compared to an index that represents the Fund’s investment universe and to blend fundamental and quantitative research may not produce the intended results.
In addition, fundamental research is not available for all issuers.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management
decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate changes in the
NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. If the Fund uses leverage, through the purchase of particular instruments such as derivatives, the
Fund may experience capital losses that exceed the net assets of the Fund. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk
is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or price.
Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult than anticipated, especially during
times of high market volatility. Decreases in the number of financial institutions, including banks and broker-dealers, willing to make markets (match up sellers and buyers) in the Fund’s investments or decreases in their capacity or
willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in instruments purchased and sold by the Fund (e.g., bond
dealers)
have been subject to increased regulation.
The impact of that growth and regulation on the ability and willingness of financial institutions to engage in
trading or “making a market” in such instruments remains unsettled. Certain types of investments, such as lower-rated securities or those that are purchased and sold in over-the-counter markets, may be especially subject to liquidity
risk. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price, which may have a negative impact on the
Fund’s performance. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the
holding, sell other,
liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
decline of value to the Fund. Overall market
liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present
enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Loan Interests Risk.
Loan
interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests generally are subject to restrictions on
transfer, and the Fund may be unable to sell its loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their fair market value. Accordingly, loan
interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days). Extended settlement periods during significant Fund redemption activity could potentially
cause short-term liquidity demands within the Fund. In seeking to meet liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an
effort to generate sufficient cash to pay redeeming shareholders. The Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be
especially vulnerable to adverse changes in economic or market conditions. Interests in secured loans have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets. There
is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In the event the borrower defaults, the Fund’s access
to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan, and the Fund, to enforce its rights in the
event of a default, bankruptcy or similar situation, may need to retain legal or similar counsel. This may increase the Fund’s operating expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s
capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured loans will generally be paid only if the value of the collateral exceeds the amount of the
borrower’s obligations to the first lien secured lenders, and the remaining collateral may not be sufficient to cover the full amount owed on the loan in which the Fund has an interest. The Fund may acquire a participation interest in a loan
that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and it normally would not have any direct rights
against the borrower.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund could lose
money over short or long periods.
Master Limited
Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Investors have more limited rights to vote on matters affecting the
partnership. Investments are also subject to certain tax risks and conflicts of interest may exist between common unit holders, subordinated unit holders and the general partner of a master limited partnership.
Mid-Cap Company Securities Risk.
Investments in mid-capitalization companies (mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because mid-cap companies tend to have less
predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies, and may be less liquid than the securities of larger companies.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically, $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
(i.e., impose a liquidity fee). These
measures may result in an investment loss or prohibit the Fund from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and
expenses of any money market funds in which it invests, including affiliated money market funds. By investing in a Money Market Fund, the Fund will be exposed to the investment risks of the money market fund in direct proportion to such investment.
To the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from its investments in derivatives. Money market funds and
the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or
yield of money market funds.
For Columbia Variable
Portfolio - Government Money Market Fund:
Money Market
Fund Risk.
Although government money market funds (such as the Fund) may seek to preserve the value of shareholders’ investment at $1.00 per share, the NAVs of such money market fund shares can fall, and in
infrequent cases in the past have fallen, below $1.00 per share, potentially causing shareholders who redeem their shares at such NAVs to lose money from their original investment.
At times of (i) significant redemption activity by
shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy redemption activity, and (iii) disruption in the
normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash to pay redeeming shareholders. Sales of portfolio
securities at such times could result in losses to the Fund and cause the NAV of Fund shares to fall below $1.00 per share. Additionally, in some cases, the default of a single portfolio security could cause the NAV of Fund shares to fall below
$1.00 per share. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and you should not expect that they or any person will provide financial support to the Fund at
any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
For Columbia Short-Term Cash Fund:
Money Market Fund Risk.
At
times of (i) significant redemption activity by shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy
redemption activity, and (iii) disruption in the normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash
to pay redeeming shareholders. Sales of portfolio securities at such times could result in losses to the Fund. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and
you should not expect that they or any person will provide financial support to the Fund at any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
If, at any time, the Fund’s weekly liquid assets fall
below 30% of its total assets and the Board determines it is in the best interests of the Fund, the Fund may, as early as the same day and at any time during the day, impose a fee of up to 2% of the value of all shares redeemed and/or temporarily
suspend redemptions (sometimes referred to as imposing redemption gates) for up to 10 business days. If, at the end of any business day, the Fund’s weekly liquid assets fall below 10% of its total assets, the Fund must impose a fee, as of the
beginning of the next business day, of 1% of the value of all shares redeemed, unless the Board determines that imposing such a fee is not in the best interests of the Fund or the Board determines that a lower or higher fee (not to exceed 2% of the
value of all shares redeemed) would be in the best interests of the Fund. These determinations may affect the composition of the investment portfolio, performance and operating expenses of the Fund.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality
of underlying assets. Payment of principal and interest on
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
some mortgage-backed securities (but not the market value of the securities
themselves) may be guaranteed by the full faith and credit of a particular U.S. Government agency, authority, enterprise or instrumentality, and some, but not all, are also insured or guaranteed by the U.S. Government. Mortgage-backed securities
issued by non-governmental issuers (such as commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may entail greater risk than obligations guaranteed by the U.S.
Government. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of declining or low interest
rates, causing the Fund to have to reinvest the money received in securities that have lower yields. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making their prices more volatile and more
sensitive to changes in interest rates.
Multi-Adviser
Risk.
The Fund has multiple advisory firms that each manage a portion of the Fund’s net assets on a daily basis. Each adviser makes investment decisions independently from the other adviser(s). It is possible
that the security selection process of one adviser will not complement or may conflict or even contradict that of the other adviser(s), including making off-setting trades that have no net effect to the Fund, but which may increase Fund expenses. As
a result, the Fund's exposure to a given security, industry, sector or market capitalization could be smaller or larger than if the Fund were managed by a single adviser, which could adversely affect the Fund's performance.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Preferred Stock Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does not ordinarily carry voting rights. The
price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which the stock trades. The most significant
risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable
to changes in interest rates).
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case of
extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund’s investments are locked in at a lower interest rate for a longer period
of time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
Investments selected using quantitative methods may perform differently from the market as a whole. There can be no assurance that these methodologies will enable the Fund to achieve its objective or that the models will perform as
expected.
Real Estate-Related Investment
Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks
similar to those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property
values. REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation,
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Repurchase Agreements Risk.
Repurchase agreements are agreements in which the seller of a security to the Fund agrees to repurchase that security from the Fund at a mutually agreed upon price and time. Repurchase agreements carry the risk that the
counterparty may not fulfill its obligations under the agreement. This could cause the Fund's income and the value of your investment in the Fund to decline.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form of
borrowing, and borrowed assets used for investment creates leverage risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also
exaggerate the Fund’s volatility and risk of loss. There can be no guarantee that this strategy will be successful.
Rule 144A and Other Exempted Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory restrictions. In the
U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time could adversely
affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid as well as those
determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time. Issuers of Rule
144A eligible securities are required to furnish information to potential investors upon request. However, the required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not
filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the
Fund’s ability to dispose of the security.
Sector Risk.
At times, the
Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the consumer discretionary sector, health care sector and information
technology sector. Companies in the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that
invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Consumer Discretionary Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the consumer discretionary sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest rate changes, increased competition and consumer confidence. Performance of such
companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Energy Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the energy sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the energy sector are
subject to certain risks, including legislative or regulatory changes, adverse market conditions and increased competition. Performance of such companies may be affected by factors including, among others, fluctuations in energy prices and supply
and demand of energy fuels, energy conservation, the success of exploration projects, local and international politics, and events occurring in nature. For instance, natural events (such as earthquakes, hurricanes or fires in prime natural resources
areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in the energy sector. Other risks may include liabilities for environmental damage and general
civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative
or regulatory changes, local and international politics, and adverse market conditions.
Financial Services Sector.
The Fund may be more susceptible to the particular risks that may affect companies in the financial services sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the
financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates. Such companies may have concentrated portfolios, such as a high level of loans to
real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive pressures and exposure to investments or agreements that, under certain circumstances,
may lead to losses (e.g., subprime loans). Companies in the financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and
fees that they may charge. In addition, profitability of such companies is largely dependent upon the availability and the cost of capital.
Health Care Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the health care sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks,
including restrictions on government reimbursement for medical expenses, government approval of medical products and services, competitive pricing pressures, and the rising cost of medical products and services (especially for companies dependent
upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the failure to do so), product liability and other similar
litigation as well as product obsolescence.
Industrials Sector.
The Fund
may be more susceptible to the particular risks that may affect companies in the industrials sector than if it were invested in a wider variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks,
including changes in supply and demand for their specific product or service and for industrial sector products in general, including decline in demand for such products due to rapid technological developments and frequent new product introduction.
Performance of such companies may be affected by factors including government regulation, world events and economic conditions and risks for environmental damage and product liability claims.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Short Positions Risk.
The Fund
may establish short positions which introduce more risk to the Fund than long positions (where the Fund owns the instrument or other asset) because the maximum sustainable loss on an instrument or other asset purchased (held long) is limited to the
amount paid for the instrument or other asset plus the transaction costs, whereas there is no maximum price of the shorted instrument or other asset when purchased in the open market. Therefore, in theory, short positions have unlimited risk. The
Fund’s use of short positions in effect “leverages” the Fund. Leverage potentially exposes the Fund to greater risks of loss due to unanticipated market movements, which may magnify losses and increase the volatility of returns. To
the extent the Fund takes a short position in a derivative instrument or other asset, this involves the risk of a potentially unlimited increase in the value of the underlying instrument or other asset.
Small- and Mid-Cap Company Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small- and mid-cap
companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be less liquid and
more volatile than the securities of larger companies.
Small Company Securities Risk.
Investments in small-capitalization companies (small-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because small-cap companies tend to have less predictable earnings and may lack
the management experience, financial resources, product diversification and competitive strengths of larger companies, and securities of small-cap companies may be less liquid and more volatile than the securities of larger companies.
Sovereign Debt Risk.
A
sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject. Sovereign debt risk is increased for emerging market issuers.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of uncertainty that can be
associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following the offering. It is
possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Certain “special situation”
investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value. Certain special situation investments prevent ownership interests therein from being withdrawn until the
special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in special situations may have a magnified effect on the performance of funds with small amounts of
assets.
Stripped Mortgage-Backed Securities Risk.
Stripped mortgage-backed securities are a type of mortgage-backed security that receive differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of
stripped mortgage-backed securities: Interest Only (IO) and Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities.
POs entitle the holder to receive distributions consisting of all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. The cash flows and yields on IOs and POs are extremely sensitive to the rate of
principal payments (including prepayments) on the underlying mortgage loans or mortgage-backed securities. A rapid rate of principal payments may adversely affect the yield to maturity of IOs. A slow rate of principal payments may adversely affect
the yield to maturity of POs. If prepayments of principal are greater than anticipated, an investor in IOs may incur substantial losses. If prepayments of principal are slower than anticipated, the yield on a PO will be affected more severely than
would be the case with a traditional mortgage-backed security.
Columbia Variable Portfolio – Managed
Volatility Moderate Growth Fund
Stripped Securities Risk.
Stripped securities are the separate income or principal components of debt securities. These securities are particularly sensitive to changes in interest rates, and therefore subject to greater fluctuations in price than typical interest bearing
debt securities.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (i.e., the risk that the U.S. Government may be, or be
perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be
backed by the full faith and credit of the U.S. Government.
Value Securities Risk.
Value securities are securities of companies that may have experienced, for example, adverse business, industry or other developments or may be subject to special risks that have caused the securities to be out of favor
and, in turn, potentially undervalued. The market value of a portfolio security may not meet portfolio management’s perceived value assessment of that security, or may decline in price, even though portfolio management
believes the securities are already undervalued. There is also a risk that it may take longer than expected for the value of these investments to rise to portfolio management’s perceived value. In addition, value
securities, at times, may not perform as well as growth securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Warrants and Rights Risk.
Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified period or perpetually. Warrants are
subject to the risks associated with the security underlying the warrant, including market risk. Warrants may expire unexercised and are subject to liquidity risk which may result in Fund losses. Rights are available to existing shareholders of an
issuer to enable them to maintain proportionate ownership in the issuer by being able to buy newly issued shares. Rights allow shareholders to buy the shares below the current market price. Holders can exercise the rights and purchase the stock,
sell the rights or let them expire. Their value, and their risk of investment loss, is a function of that of the underlying security.
Zero-Coupon Bonds Risk.
Zero-coupon bonds are bonds that do not pay interest in cash on a current basis, but instead accrue interest over the life of the bond. As a result, these securities are issued at a discount and their values may fluctuate more than the values of
similar securities that pay interest periodically. Although these securities pay no interest to holders prior to maturity, interest accrued on these securities is reported as income to the Fund and affects the amounts distributed to its
shareholders, which may cause the Fund to sell investments to obtain cash to make income distributions to shareholders, including at times when it may not be advantageous to do so.
[This page intentionally left blank]
Columbia Variable Portfolio – Managed Volatility Moderate Growth
Fund
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies. Please refer to your Contract prospectus for information about how to buy, sell and transfer shares of the Fund.
Additional Information About the Fund
Additional information about the Fund’s investments is
available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance during its last
fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of charge, to
request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
Prospectus
May 1, 2017
Columbia
Variable Portfolio – Seligman Global Technology Fund
The Fund may offer Class 1 and Class 2 shares to separate
accounts funding variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and other qualified
institutional investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). There are no exchange ticker symbols associated with shares of the Fund.
As with all mutual funds, the Securities and Exchange
Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.
Columbia Variable Portfolio – Seligman
Global Technology Fund
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Columbia Variable Portfolio – Seligman
Global Technology Fund
Investment Objective
Columbia Variable Portfolio – Seligman Global Technology
Fund (the Fund) seeks to provide shareholders with long-term capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay as
an investor in the Fund. The table does not reflect any fees or expenses imposed by your Contract or Qualified Plan, which are disclosed in your separate Contract prospectus or Qualified Plan disclosure documents. If the additional fees or expenses
were reflected, the expenses set forth below would be higher.
Annual
Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
|
|
Class
1
|
Class
2
|
Management
fees
|
1.03%
|
1.03%
|
Distribution
and/or service (12b-1) fees
|
0.00%
|
0.25%
|
Other
expenses
|
0.21%
|
0.21%
|
Total
annual Fund operating expenses
|
1.24%
|
1.49%
|
The following example is intended to help
you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example illustrates the hypothetical expenses that you would incur over the time periods indicated, and assumes that:
■
|
you invest $10,000 in the
applicable class of Fund shares for the periods indicated,
|
■
|
your investment has a 5%
return each year, and
|
■
|
the
Fund’s total annual operating expenses remain the same as shown in the
Annual Fund Operating Expenses
table above.
|
The example does not reflect any fees and
expenses that apply to your Contract or Qualified Plan. Inclusion of these charges would increase expenses for all periods shown.
Although your actual costs may be higher or
lower, based on the assumptions listed above, your costs would be:
|
1
year
|
3
years
|
5
years
|
10
years
|
Class
1
(whether or not shares are redeemed)
|
$126
|
$393
|
$681
|
$1,500
|
Class
2
(whether or not shares are redeemed)
|
$152
|
$471
|
$813
|
$1,779
|
Portfolio Turnover
The Fund may pay transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 62% of the average value of its portfolio.
Principal Investment Strategies
The Fund generally invests at least 80% of its net assets
(including the amount of any borrowings for investment purposes) in equity securities of U.S. and non-U.S. companies with business operations in technology and technology-related industries. For these purposes, technology-related companies are those
companies that use technology extensively to improve their business processes and applications. The technology industry comprises information
Columbia Variable Portfolio – Seligman
Global Technology Fund
Summary of the Fund
(continued)
technology and communications, as well as medical, environmental and
biotechnology. The Fund may invest in securities of companies domiciled in any country believed to be appropriate to the Fund’s objective. The Fund generally invests in several countries in different geographic regions.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in companies that maintain their principal place of business or conduct their principal business activities outside the U.S., have their securities traded on non-U.S. exchanges or have been formed under the laws of
non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a company to conduct its principal business activities
outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S.
The Fund may, from time to time, take temporary defensive positions that may
result in the Fund investing less than 30% of its net assets in companies outside the U.S. in an effort to minimize extreme volatility caused by adverse market, economic, political or other conditions.
The Fund may invest in companies that have market
capitalizations of any size. Securities of large capitalization companies that are well established in the world technology market can be expected to grow with the market and are frequently held by the Fund. However, rapidly changing technologies
and expansion of technology and technology-related industries often provide a favorable environment for companies of small-to-medium size capitalization, and the Fund may invest in these companies as well.
The Fund may invest in all types of securities, many of which
will be denominated in currencies other than the U.S. dollar. The Fund normally concentrates its investments in common stocks; however, it may invest in other types of equity securities, including securities convertible into or exchangeable for
common stock, depositary receipts, and rights and warrants to purchase common stock. The Fund also may invest up to 20% of its assets in preferred stock and investment-grade or comparable quality debt securities.
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
Due to
its active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus
subject to market risk. The Fund may also be forced to convert a convertible security at an inopportune time, which may decrease the Fund’s return.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (i.e., lower trading volumes and less
liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners,
which makes them more sensitive to world commodity prices and economic downturns in other countries, and some have a higher risk of currency devaluations.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Summary of the Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. Foreign securities subject the Fund to the risks associated with
investing in the particular country of an issuer, including political, regulatory, economic, social, diplomatic and other conditions or events (including, for example, military confrontations, war and terrorism), occurring in the country or region,
as well as risks associated with less developed custody and settlement practices. Foreign securities may be more volatile and less liquid than securities of U.S. companies, and are subject to the risks associated with potential imposition of
economic and other sanctions against a particular foreign country, its nationals or industries or businesses within the country. In addition, foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or
proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to
the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments).
Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may
negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or
other practices of foreign markets.
Market
Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. An investment in the Fund
could lose money over short or long periods.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Summary of the Fund
(continued)
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the technology and technology-related sectors. Companies in
the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the
more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Investments in small- and mid-capitalization companies (small- and mid-cap companies) often involve greater risks than investments in larger, more established companies (larger companies) because
small- and mid-cap companies tend to have less predictable earnings and may lack the management experience, financial resources, product diversification and competitive strengths of larger companies. Securities of small- and mid-cap companies may be
less liquid and more volatile than the securities of larger companies.
Performance Information
The following bar chart and table show you how the Fund has
performed in the past, and can help you understand the risks of investing in the Fund. The bar chart shows how the Fund’s Class 2 share performance has varied for each full calendar year shown. The table below the bar chart compares the
Fund’s returns for the periods shown with a broad measure of market performance.
Except for differences in annual returns resulting from
differences in expenses (where applicable), the share classes of the Fund would have substantially similar annual returns because all share classes of the Fund invest in the same portfolio of securities.
The returns shown do not reflect any fees and expenses imposed
under your Contract or Qualified Plan and would be lower if they did.
The Fund’s past performance is no guarantee of how the
Fund will perform in the future.
Updated performance information can be obtained by calling toll-free 800.345.6611 or visiting columbiathreadneedle.com/us.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Summary of the Fund
(continued)
Year
by Year Total Return (%)
as of December 31 Each Year
|
Best
and Worst Quarterly Returns
During the Period Shown in the Bar Chart
|
|
Best
|
1st Quarter 2012
|
21.18%
|
Worst
|
4th Quarter 2008
|
-23.49%
|
Average Annual Total Returns (for
periods ended December 31, 2016)
|
Share
Class
Inception Date
|
1
Year
|
5
Years
|
10
Years
|
Class
1
|
05/01/1996
|
19.35%
|
17.33%
|
10.49%
|
Class
2
|
05/01/2000
|
19.01%
|
17.04%
|
10.22%
|
MSCI
World Information Technology Index (Net)
(reflects reinvested dividends net of withholding taxes but reflects no deductions for fees, expenses or other taxes)
|
|
11.45%
|
14.60%
|
7.68%
|
Fund Management
Investment Manager:
Columbia
Management Investment Advisers, LLC
Portfolio
Manager
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Paul
Wick
|
|
Lead
manager
|
|
2006
|
Rahul
Narang
|
|
Co-manager
|
|
2014
|
Shekhar
Pramanick
|
|
Co-manager
|
|
2014
|
Sanjay
Devgan
|
|
Technology
Team Member
|
|
2014
|
Jeetil
Patel
|
|
Technology
Team Member
|
|
2015
|
Christopher
Boova
|
|
Technology
Team Member
|
|
2016
|
Purchase and Sale of Fund
Shares
The Fund is available for purchase through
Contracts offered by the separate accounts of participating insurance companies or Qualified Plans or by other eligible investors authorized by Columbia Management Investment Distributors, Inc. (the Distributor). Shares of the Fund may not be
purchased or sold by individual owners of Contracts or Qualified Plans. If you are a Contract holder or Qualified Plan participant, please refer to your separate Contract prospectus or Qualified Plan disclosure documents for information about
minimum investment requirements and how to purchase and redeem shares of the Fund.
Tax Information
The Fund normally distributes its net investment income and
net realized capital gains, if any, to its shareholders, which are generally the participating insurance companies and Qualified Plans investing in the Fund through separate accounts. These distributions may not be taxable to you as the holder of a
Contract or a participant in a Qualified Plan. Please consult the prospectus or other information provided to you by your participating insurance company and/or Qualified Plan regarding the U.S. federal income taxation of your contract, policy
and/or plan.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Summary of the Fund
(continued)
Payments to Broker-Dealers and Other Financial
Intermediaries
If you make allocations to the Fund, the
Fund, its Distributor or other related companies may pay participating insurance companies or other financial intermediaries for the allocation (sale) of Fund shares and related services in connection with such allocations to the Fund. These
payments may create a conflict of interest by influencing the participating insurance company, other financial intermediary or your salesperson to recommend an allocation to the Fund over another fund or other investment option. Ask your financial
advisor or salesperson or visit your financial intermediary’s website for more information.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
Investment Objective
Columbia Variable Portfolio – Seligman Global Technology
Fund (the Fund) seeks to provide shareholders with long-term capital appreciation. Only shareholders can change the Fund’s investment objective. Because any investment involves risk, there is no assurance the Fund’s objective will be
achieved.
Principal Investment Strategies
The Fund generally invests at least 80% of its net assets
(including the amount of any borrowings for investment purposes) in equity securities of U.S. and non-U.S. companies with business operations in technology and technology-related industries. For these purposes, technology-related companies are those
companies that use technology extensively to improve their business processes and applications. The technology industry comprises information technology and communications, as well as medical, environmental and biotechnology. The Fund may invest in
securities of companies domiciled in any country believed to be appropriate to the Fund’s objective. The Fund generally invests in several countries in different geographic regions.
Under normal circumstances, the Fund generally invests at
least 40% of its net assets in companies that maintain their principal place of business or conduct their principal business activities outside the U.S., have their securities traded on non-U.S. exchanges or have been formed under the laws of
non-U.S. countries. This 40% minimum investment amount may be reduced to 30% if market conditions for these investments or specific foreign markets are deemed unfavorable. The Fund considers a company to conduct its principal business activities
outside the U.S. if it derives at least 50% of its revenue from business outside the U.S. or has at least 50% of its assets outside the U.S.
The Fund may, from time to time, take temporary defensive positions that may
result in the Fund investing less than 30% of its net assets in companies outside the U.S. in an effort to minimize extreme volatility caused by adverse market, economic, political or other conditions. The Fund may invest in companies that have
market capitalizations of any size. Securities of large capitalization companies that are well established in the world technology market can be expected to grow with the market and are frequently held by the Fund. However, rapidly changing
technologies and expansion of technology and technology-related industries often provide a favorable environment for companies of small-to-medium size capitalization, and the Fund may invest in these companies as well.
The Fund may invest in all types of securities, many of which
will be denominated in currencies other than the U.S. dollar. The Fund normally concentrates its investments in common stocks; however, it may invest in other types of equity securities, including securities convertible into or exchangeable for
common stock, depositary receipts, and rights and warrants to purchase common stock. The Fund also may invest up to 20% of its assets in preferred stock and investment-grade or comparable quality debt securities.
Columbia Management Investment Advisers, LLC (the Investment
Manager) seeks to identify those technology companies that it believes have the greatest prospects for future growth, regardless of their countries of origin. The Fund uses an investment style that combines research into individual company
attractiveness with macro analysis. This means that the Investment Manager uses extensive in-depth research to identify attractive technology companies around the world, while seeking to identify particularly strong technology sectors and/or factors
within regions or specific countries that may affect investment opportunities.
In selecting individual securities, the Investment Manager
looks for companies that it believes display one or more of the following:
■
|
Above-average growth
prospects;
|
■
|
Attractive valuations
relative to earnings forecasts or other valuation criteria (e.g., return on equity);
|
■
|
Quality management and
equity ownership by executives;
|
■
|
Unique competitive
advantages (e.g., market share, proprietary products); or
|
■
|
Potential for improvement in
overall operations.
|
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
In evaluating whether to sell a security, the Investment
Manager considers, among other factors, whether in its view:
■
|
Its target price has been
reached;
|
■
|
Its earnings are
disappointing;
|
■
|
Its revenue growth has
slowed;
|
■
|
Its underlying fundamentals
have deteriorated; or
|
■
|
If the Investment Manager
believes that negative country or regional factors may affect a company’s outlook.
|
The Fund is non-diversified, which means that it can invest a
greater percentage of its assets in the securities of fewer issuers than can a diversified fund.
The Fund’s investment policy with respect to 80% of its
net assets may be changed by the Fund’s Board of Trustees without shareholder approval as long as shareholders are given 60 days’ advance written notice of the change.
Principal Risks
An investment in the Fund involves
risks, including those described below.
There is no assurance that the Fund will achieve its investment objective and you may lose money
. The value of the Fund’s holdings may decline, and the
Fund’s net asset value (NAV) and share price may go down. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Active Management Risk.
The
Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its active management, the Fund could
underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the
issuer of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value
of the common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the
value of a convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in
value in response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after
holders of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more
likely to have greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid
changes or developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
Foreign Securities Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile. Foreign
securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally higher
for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by foreign governments. In addition, foreign governments may impose withholding or
other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such withholding or other taxes could potentially be
confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of economic, political, social, diplomatic or other
conditions or events (including,
for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular investor
or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular foreign
country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information about
the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a country’s
securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests significantly in
the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative to the U.S.
dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Growth Securities Risk.
Growth
securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline in price. In addition,
growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Issuer Risk.
An issuer in
which the Fund invests or to which it has exposure may perform poorly, and the value of its securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor management decisions,
competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an
investment at a desirable time or price. Liquidity risk may arise because of, for example, a lack of marketability of the investment, which means that when seeking to sell its portfolio investments, the Fund could find that selling is more difficult
than anticipated, especially during times of high market volatility. Market participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have
to accept a lower selling price for the holding, sell other, liquid or more liquid, investments that it might otherwise prefer to hold (thereby increasing the proportion of the Fund’s investments in less liquid or illiquid securities), or
forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing regulatory, market or other conditions or
environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Judgment plays a larger role in valuing illiquid or less liquid investments as compared to valuing
liquid or more liquid investments. Price volatility may be
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
higher for illiquid or less liquid
investments as a result of, for example, the relatively less frequent pricing of such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells a portfolio investment, the greater
the risk of loss or decline of value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell
investments in a down market. Foreign securities can present enhanced liquidity risks, including as a result of less developed custody, settlement or other practices of foreign markets.
Market Risk.
Market risk
refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall or fail to rise because of a variety of
actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the Fund. Accordingly, an investment in the
Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial
markets, interest rates and the liquidity of these investments, among other factors.
Non-Diversified Fund Risk.
The Fund is non-diversified, which generally means that it will invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund. This increases the risk that a
change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a diversified fund holding a greater number of investments. Accordingly, the Fund's value will likely be more
volatile than the value of a more diversified fund.
Sector Risk.
At times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector, including the technology and technology-related sectors. Companies in
the same sector may be similarly affected by economic, regulatory, political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the
more broadly the Fund invests, the more it spreads risk and potentially reduces the risks of loss and volatility.
Information Technology and Technology-Related Sectors.
The Fund may be more susceptible to the particular risks that may affect companies in the information technology sector, as well as other technology-related sectors (collectively, the technology sectors) than if it were
invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks, including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will
become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services,
new market entrants, competition for market share and short product cycles due to an accelerated rate of technological developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of
their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories and prices of these companies’ securities historically have been more volatile than other securities, especially over the
short term.
Small- and Mid-Cap Company
Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established
companies (larger companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited
financial resources and business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and
mid-cap companies may trade less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited
trading volumes, the liquidation of those positions, particularly in a distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community,
which can lower the demand for their stocks.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
Additional Investment Strategies and Policies
This section describes certain investment strategies and
policies that the Fund may utilize in pursuit of its investment objective and some additional factors and risks involved with investing in the Fund.
Investment Guidelines
As a general matter, and except as specifically described in
the discussion of the Fund's principal investment strategies in this prospectus or as otherwise required by the Investment Company Act of 1940, as amended (the 1940 Act), the rules and regulations thereunder and any applicable exemptive relief,
whenever an investment policy or limitation states a percentage of the Fund's assets that may be invested in any security or other asset or sets forth a policy regarding an investment standard, compliance with that percentage limitation or standard
will be determined solely at the time of the Fund's investment in the security or asset.
Holding Other Kinds of Investments
The Fund may hold investments that are not part of its
principal investment strategies. These investments and their risks are described below and/or in the Statement of Additional Information (SAI). The Fund may choose not to invest in certain securities described in this prospectus and in the SAI,
although it has the ability to do so. Information on the Fund’s holdings can be found in the Fund’s shareholder reports or by visiting columbiathreadneedle.com/us.
Transactions in Derivatives
The Fund may enter into derivative transactions or otherwise
have exposure to derivative transactions through underlying investments. Derivatives are financial contracts whose values are, for example, based on (or “derived” from) traditional securities (such as a stock or bond), assets (such as a
commodity like gold or a foreign currency), reference rates (such as the London Interbank Offered Rate (commonly known as LIBOR)) or market indices (such as the Standard & Poor's (S&P) 500
®
Index). The use of derivatives is a highly specialized activity which involves investment techniques and risks different from those associated with
ordinary portfolio securities transactions. Derivatives involve special risks and may result in losses or may limit the Fund's potential gain from favorable market movements. Derivative strategies often involve leverage, which may exaggerate a loss,
potentially causing the Fund to lose more money than it would have lost had it invested in the underlying security or other asset directly. The values of derivatives may move in unexpected ways, especially in unusual market conditions, and may
result in increased volatility in the value of the derivative and/or the Fund’s shares, among other consequences. Other risks arise from the Fund's potential inability to terminate or to sell derivative positions. A liquid secondary market may
not always exist for the Fund's derivative positions at times when the Fund might wish to terminate or to sell such positions. Over-the-counter instruments (investments not traded on an exchange) may be illiquid, and transactions in derivatives
traded in the over-the-counter market are subject to the risk that the other party will not meet its obligations. The use of derivatives also involves the risks of mispricing or improper valuation and that changes in the value of the derivative may
not correlate perfectly with the underlying security, asset, reference rate or index. The Fund also may not be able to find a suitable derivative transaction counterparty, and thus may be unable to engage in derivative transactions when it is deemed
favorable to do so, or at all. U.S. federal legislation has been enacted that provides for new clearing, margin, reporting and registration requirements for participants in the derivatives market. These changes could restrict and/or impose
significant costs or other burdens upon the Fund’s participation in derivatives transactions. For more information on the risks of derivative investments and strategies, see the SAI.
Affiliated Fund Investing
The Investment Manager or an affiliate serves as investment
adviser to funds using the Columbia brand (Columbia Funds), including those that are structured as “fund-of-funds”, and provides asset-allocation services to (i) shareholders by investing in shares of other Columbia Funds, which may
include the Fund (collectively referred to in this section as Underlying Funds), and (ii) discretionary managed accounts (collectively referred to as affiliated products) that invest exclusively in Underlying Funds. These affiliated products,
individually or collectively, may own a significant percentage of the outstanding shares of one or more Underlying Funds, and the Investment Manager seeks to balance potential conflicts of interest between the affiliated products and the Underlying
Funds in which they invest. The affiliated products’ investment in the Underlying Funds may have the effect of creating economies of
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
scale, possibly resulting in lower expense ratios for the Underlying Funds,
because the affiliated products may own substantial portions of the shares of Underlying Funds. However, redemption of Underlying Fund shares by one or more affiliated products could cause the expense ratio of an Underlying Fund to increase, as its
fixed costs would be spread over a smaller asset base. Because of large positions of certain affiliated products, the Underlying Funds may experience relatively large inflows and outflows of cash due to affiliated products’ purchases and sales
of Underlying Fund shares. Although the Investment Manager or its affiliate may seek to minimize the impact of these transactions where possible, for example, by structuring them over a reasonable period of time or through other measures, Underlying
Funds may experience increased expenses as they buy and sell portfolio securities to manage the cash flow effect related to these transactions. Further, when the Investment Manager or its affiliate structures transactions over a reasonable period of
time in order to manage the potential impact of the buy and sell decisions for the affiliated products, those affiliated products, including funds-of-funds, may pay more or less (for purchase activity), or receive more or less (for redemption
activity), for shares of the Underlying Funds than if the transactions were executed in one transaction. In addition, substantial redemptions by affiliated products within a short period of time could require the Underlying Fund to liquidate
positions more rapidly than would otherwise be desirable, which may have the effect of reducing or eliminating potential gain or causing it to realize a loss. In order to meet such redemptions, an Underlying Fund may be forced to sell its liquid (or
more liquid) positions, leaving the Underlying Fund holding, post-redemption, a relatively larger position in illiquid securities (securities that are not readily marketable or that cannot be sold or disposed of in the ordinary course of business,
within seven days, at approximately the value at which the holder has valued the security) or less liquid securities. Substantial redemptions may also adversely affect the ability of the Underlying Fund to implement its investment strategy. The
Investment Manager or its affiliate also has an economic conflict of interest in determining the allocation of affiliated products’ assets among the Underlying Funds, as it earns different fees from the various Underlying Funds.
Investing in Money Market Funds
The Fund may invest cash in, or hold as collateral for certain
investments, shares of registered or unregistered money market funds, including funds advised by the Investment Manager or its affiliates. These funds are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other
government agency. The Fund and its shareholders indirectly bear a portion of the expenses of any money market fund or other fund in which the Fund may invest.
Lending of Portfolio Securities
The Fund may lend portfolio securities to broker-dealers or
other financial intermediaries on a fully collateralized basis in order to earn additional income. The Fund may lose money from securities lending if, for example, it is delayed in or prevented from selling the collateral after the loan is made or
recovering the securities loaned or if it incurs losses on the reinvestment of cash collateral.
The Fund currently does not participate in the securities
lending program but the Board of Trustees (the Board) may determine to renew participation in the future. For more information on lending of portfolio securities and the risks involved, see the SAI and the annual and semiannual reports to
shareholders.
Investing Defensively
The Fund may from time to time take temporary defensive
investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing some or all of
its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed
necessary.
The Fund may not achieve its investment
objective while it is investing defensively. Investing defensively may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and
decreased Fund performance. See also
Investing in Money Market Funds
above for more information.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
Other Strategic and Investment Measures
The Fund may also from time to time take
temporary portfolio positions that may or may not be consistent with the Fund’s principal investment strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation,
investing in derivatives, such as forward contracts, futures contracts, options, structured investments and swaps, for various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposures, or in
seeking to achieve indirect investment exposures, to a sector, country, region or currency where the Investment Manager believes such positioning is appropriate. The Fund may take such portfolio positions for as long a period as deemed necessary.
While the Fund is so positioned, derivatives could comprise a substantial portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these
times, the portfolio managers may make frequent portfolio holding changes, which could result in increased trading expenses and decreased Fund performance. For information on the risks of investing in derivatives, see
Transactions in Derivatives
above.
Portfolio Holdings Disclosure
The Board has adopted policies and procedures that govern the
timing and circumstances of disclosure to shareholders and third parties of information regarding the securities owned by the Fund. A description of these policies and procedures is included in the SAI. Fund policy generally permits the disclosure
of portfolio holdings information on the Fund's website (columbiathreadneedle.com/us) only after a certain amount of time has passed, as described in the SAI.
Purchases and sales of portfolio securities can take place at
any time, so the portfolio holdings information available on the Fund's website may not always be current.
Portfolio Holdings Versus the
Benchmarks
The Fund does not limit
its investments to the securities within its benchmark(s), and accordingly the Fund's holdings may diverge significantly from those of its benchmark(s). In addition, the Fund may invest in securities outside any industry and geographic sectors
represented in its benchmark(s). The Fund's weightings in individual securities, and in industry or geographic sectors, may also vary considerably from those of its benchmark(s).
Cash Flows
The timing and magnitude of cash inflows from investors buying
Fund shares could prevent the Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to shareholders redeeming Fund shares could require the Fund to sell portfolio securities at less than opportune times or to
hold ready reserves of uninvested cash in amounts larger than might otherwise be the case to meet shareholder redemptions. Either situation could adversely impact the Fund’s performance.
Understanding Annual Fund Operating Expenses
The Fund’s annual operating expenses, as presented in
the
Annual Fund Operating Expenses
table in the
Fees and Expenses of the Fund
section of this prospectus, generally are based on expenses incurred during the
Fund’s most recently completed fiscal year, may vary by share class and are expressed as a percentage (expense ratio) of the Fund’s average net assets during that fiscal year. The expense ratios reflect the Fund’s fee arrangements
as of the date of this prospectus and, unless indicated otherwise, are based on expenses incurred during the Fund’s most recent fiscal year. The Fund’s assets will fluctuate, but unless indicated otherwise in the
Annual Fund Operating Expenses
table, no adjustments have been or will be made to the expense ratios to reflect any differences in the Fund’s average net assets between the most recently completed fiscal year
and the date of this prospectus or a later date. In general, the Fund’s expense ratios will increase as its net assets decrease, such that the Fund’s actual expense ratios may be higher than the expense ratios presented in the
Annual Fund Operating Expenses
table if assets fall. Any commitment by the Investment Manager and/or its affiliates to waive fees and/or cap (reimburse)
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
expenses is expected, in part, to limit the impact of any increase in the
Fund’s expense ratios that would otherwise result because of a decrease in the Fund’s assets in the current fiscal year. The Fund’s annual operating expenses are comprised of (i) investment management fees, (ii) distribution and/or
service fees, and (iii) other expenses. Management fees do not vary by class, but distribution and/or service fees and other expenses may vary by class.
Other Expenses
“Other
expenses” consist of the fees the Fund pays to its custodian, transfer agent, auditors, lawyers and trustees, costs relating to compliance and miscellaneous expenses. Generally, these expenses are allocated on a pro rata basis across all share
classes. Certain shareholder servicing fees, however, are class specific. They differ by share class because the shareholder services provided to each share class may be different. Accordingly, the differences in “other expenses” among
share classes are primarily the result of the different shareholder servicing fees applicable to each share class. For more information on these fees, see
About Fund Shares and Transactions — Financial
Intermediary Compensation.
Fee
Waiver/Expense Reimbursement Arrangements and Impact on Past Performance
The Investment Manager and certain of its
affiliates have voluntarily agreed to waive fees and/or reimburse expenses (excluding certain fees and expenses described below), so that the Fund’s net operating expenses, after giving effect to fees waived/expenses reimbursed and any balance
credits and/or overdraft charges from the Fund’s custodian, do not exceed the annual rates of:
Columbia
Variable Portfolio - Seligman Global Technology Fund
|
Class
1
|
1.03%
|
Class
2
|
1.28%
|
Under the arrangement, the
following fees and expenses are excluded from the Fund’s operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign transaction taxes), expenses
associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities lending program, dividend
expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest and infrequent and/or unusual expenses. This arrangement may be revised or discontinued at
any time.
Effect of Fee Waivers and/or Expense
Reimbursements on Past Performance.
The Fund’s returns shown in the
Performance Information
section of this
prospectus reflect the effect of any fee waivers and/or reimbursements of Fund expenses by the Investment Manager and/or any of its affiliates and any predecessor firms that were in place during the performance period shown. Without such fee
waivers/expense reimbursements, the Fund’s returns might have been lower.
Primary Service Providers
The Fund enters into contractual
arrangements (Service Provider Contracts) with various parties, including, among others, the Investment Manager, the Distributor, Columbia Management Investment Services Corp. (the Transfer Agent) and the Fund’s custodian. The Fund’s
Service Provider Contracts are solely among the parties thereto. Shareholders are not parties to, or intended to be third-party beneficiaries of, any Service Provider Contracts. Further, this prospectus, the SAI and any Service Provider Contracts
are not intended to give rise to any agreement, duty, special relationship or other obligation between the Fund and any investor, or give rise to any contractual, tort or other rights in any individual shareholder, group of shareholders or other
person, including any right to assert a fiduciary or other duty, enforce the Service Provider Contracts against the parties or to seek any remedy thereunder, either directly or on behalf of the Fund. Nothing in the previous sentence should be read
to suggest any waiver of any rights under federal or state securities laws.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
The Investment Manager, the Distributor and the Transfer Agent
are all affiliates of Ameriprise Financial, Inc. (Ameriprise Financial). They and their affiliates currently provide key services, including investment advisory, administration, distribution, shareholder servicing and transfer agency services, to
the Fund and various other funds, including the Columbia Funds, and are paid for providing these services. These service relationships are described below.
The Investment Manager
Columbia Management Investment Advisers, LLC is located at 225
Franklin Street, Boston, MA 02110 and serves as investment adviser and administrator to the Columbia Funds. The Investment Manager is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial. The Investment
Manager’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to traditional mutual funds, exchange-traded
funds and closed-end funds, the Investment Manager acts as an investment adviser for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.
Subject to oversight by the Board, the
Investment Manager manages the day-to-day operations of the Fund, determining what securities and other investments the Fund should buy or sell and executing portfolio transactions. The Investment Manager may use the research and other capabilities
of its affiliates and third parties in managing the Fund’s investments. The Investment Manager is also responsible for overseeing the administrative operations of the Fund, including the general supervision of the Fund’s operations, the
coordination of the Fund’s other service providers and the provision of related clerical and administrative services.
The SEC has issued an order that permits the Investment
Manager, subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement, including fees paid thereunder, for the Fund without first obtaining shareholder approval, thereby avoiding the
expense and delays typically associated with obtaining shareholder approval. The Investment Manager and its affiliates may have other relationships, including significant financial relationships, with current or potential subadvisers or their
affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of
any such material relationships. At present, the Investment Manager has not engaged any investment subadviser for the Fund.
The Fund pays the Investment Manager a fee for its management
services, which include investment advisory services and administrative services. The fee is calculated as a percentage of the average daily net assets of the Fund and is paid monthly. Prior to May 1, 2016, the Fund paid the Investment Manager an
advisory fee under an investment management services agreement and a separate administrative fee under an administrative services agreement. For the Fund’s most recent fiscal year, aggregate fees paid to the Investment Manager by the Fund,
including all advisory and administrative fees paid to the Investment Manager during the period, amounted to 1.03% of average daily net assets of the Fund, before any applicable reimbursements. A discussion regarding the basis for the Board’s
approval of the renewal of the Fund's management agreement is available in the Fund’s semiannual report to shareholders for the fiscal period ended June 30, 2016.
Portfolio Managers
Information about the portfolio managers primarily responsible
for overseeing the Fund’s investments is shown below. The SAI provides additional information about the portfolio managers, including information relating to compensation, other accounts managed by the portfolio managers, and ownership by the
portfolio managers of Fund shares.
Portfolio
Manager
|
|
Role
with Fund
|
|
Managed
Fund Since
|
Paul
Wick
|
|
Lead
manager
|
|
2006
|
Rahul
Narang
|
|
Co-manager
|
|
2014
|
Shekhar
Pramanick
|
|
Co-manager
|
|
2014
|
Sanjay
Devgan
|
|
Technology
Team Member
|
|
2014
|
Jeetil
Patel
|
|
Technology
Team Member
|
|
2015
|
Christopher
Boova
|
|
Technology
Team Member
|
|
2016
|
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
Mr. Wick
joined one of the
Columbia Management legacy firms or acquired business lines in 1987. Mr. Wick is Team Leader and Portfolio Manager for Technology. Mr. Wick began his investment career in 1987 and earned a B.A. from Duke and an M.B.A. from Duke/Fuqua.
Mr. Narang
joined the
Investment Manager in 2012. Prior to 2012, Mr. Narang was a Senior Vice President at Robeco Investment Management. He currently serves as Senior Portfolio Manager. Mr. Narang began his investment career in 1994 and earned a B.S. in business
administration from California Polytechnic State University.
Dr. Pramanick
joined the
Investment Manager in 2012. Prior to joining the Investment Manager as a Portfolio Analyst, Dr. Pramanick was a principal at Elemental Capital Partners focusing on global semiconductor devices, memory, capital equipment and disk drives. Prior to
that, he was a semiconductor analyst at Seasons Capital Management. Dr. Pramanick began his investment career in 1993 and earned a B.S. from the National Institute of Technology, an M.S. from the University of Oregon and a Ph.D. from North Carolina
State University.
Mr. Devgan
joined the Investment Manager in 2012. Prior to joining the Investment Manager as a Portfolio Analyst, Mr. Devgan was a Vice President at Morgan Stanley providing equity research on the semiconductor industry. Prior to
his work at Morgan Stanley, he was a Senior Financial Business Analyst at Cisco Systems covering operations finance, and worldwide sales finance. Mr. Devgan began his investment career in 1995 and earned a B.S. from University of California and an
M.B.A. from Santa Clara University.
Mr. Patel
joined the Investment Manager in 2012. Prior to joining the Investment Manager as a Portfolio Analyst, Mr. Patel was a managing director and senior internet analyst for Deutsche Bank Securities. Mr. Patel began his
investment career in 1998 and earned a B.A. from University of California, Los Angeles.
Mr. Boova
joined one of the
Columbia Management legacy firms or acquired business lines in 2000. Mr. Boova began his investment career in 1995 and earned two B.S. degrees from Worcester Polytechnic Institute, an M.A. from Georgetown University and an M.B.A. from the Wharton
School at the University of Pennsylvania.
The
Distributor
Shares of the Fund are distributed by
Columbia Management Investment Distributors, Inc., which is located at 225 Franklin Street, Boston, MA 02110. The Distributor is a registered broker-dealer and an indirect, wholly-owned subsidiary of Ameriprise Financial. The Distributor and its
affiliates may pay commissions, distribution and service fees and/or other compensation to entities, including Ameriprise Financial affiliates, for selling shares and providing services to investors.
The Transfer Agent
Columbia Management Investment
Services Corp. is a registered transfer agent and a wholly-owned subsidiary of Ameriprise Financial. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110, and its responsibilities include processing purchases, redemptions and
transfers of Fund shares, calculating and paying distributions, maintaining shareholder records, preparing account statements and providing customer service. The Transfer Agent has engaged Boston Financial Data Services (BFDS) to provide various
sub-transfer agency services. Prior to July 1, 2017, the Transfer Agent receives a transfer agency fee and may pay a portion of such fee to participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other
services to Contract owners, Qualified Plan participants and the separate accounts. Effective July 1, 2017, the Fund will no longer pay a transfer agency fee but will pay a service fee to such participating insurance companies or other
financial intermediaries.
Other Roles and
Relationships of Ameriprise Financial and its Affiliates — Certain Conflicts of Interest
The Investment Manager, Distributor and Transfer Agent, all
affiliates of Ameriprise Financial, provide various services to the Fund and other Columbia Funds for which they are compensated. Ameriprise Financial and its other affiliates may also provide other services to these funds and be compensated for
them.
Columbia Variable Portfolio – Seligman
Global Technology Fund
More Information About the Fund
(continued)
The Investment Manager and its affiliates may provide
investment advisory and other services to other clients and customers substantially similar to those provided to the Columbia Funds. These activities, and other financial services activities of Ameriprise Financial and its affiliates, may present
actual and potential conflicts of interest and introduce certain investment constraints.
Ameriprise Financial is a major financial services company,
engaged in a broad range of financial activities beyond the mutual fund-related activities of the Investment Manager, including, among others, insurance, broker-dealer (sales and trading), asset management, banking and other financial activities.
These additional activities may involve multiple advisory, financial, insurance and other interests in securities and other instruments, and in companies that issue securities and other instruments, that may be bought, sold or held by the Columbia
Funds.
Conflicts of interest and limitations that could
affect a Columbia Fund may arise from, for example, the following:
■
|
compensation and other
benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares;
|
■
|
the allocation of, and
competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates;
|
■
|
separate and potentially
divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates;
|
■
|
regulatory and other
investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them;
|
■
|
insurance and other
relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests;
|
■
|
regulatory and other
restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund; and
|
■
|
insurance companies
investing in the Fund may be affiliates of Ameriprise Financial; these affiliated insurance companies, individually and collectively, may hold through separate accounts a significant portion of the Fund's shares and may also invest in separate
accounts managed by the Investment Manager that have the same or substantially similar investment objectives and strategies as the Fund.
|
The Investment Manager and Ameriprise Financial have adopted
various policies and procedures that are intended to identify, monitor and address conflicts of interest. However, there is no assurance that these policies, procedures and disclosures will be effective.
Additional information about Ameriprise Financial and the
types of conflicts of interest and other matters referenced above is set forth in the
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates —
Certain Conflicts of Interest
section of the SAI. Investors in the Columbia Funds should carefully review these disclosures and consult with their financial advisor if they have any questions.
Certain Legal Matters
Ameriprise Financial and certain of its affiliates have
historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions and governmental actions, concerning matters arising in connection with the conduct of their business activities.
Ameriprise Financial believes that the Fund is not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory proceedings that are likely to have a
material adverse effect on the Fund or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Fund. Information regarding certain pending and settled legal proceedings may be found in the Fund’s
shareholder reports and in the SAI. Additionally, Ameriprise Financial is required to make quarterly (10-Q), annual (10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its
affiliates. Copies of these filings may be obtained by accessing the SEC website at sec.gov.
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
Description of the Share Classes
Share Class Features
The Fund offers the classes of shares set forth on the cover
of this prospectus. Each share class has its own cost structure and other features. The following summarizes the primary features of the Class 1 and Class 2 shares.
|
Class
1 Shares
|
Class
2 Shares
|
Eligible
Investors
|
Shares
of the Fund are available only to separate accounts of participating insurance companies as underlying investments for variable annuity contracts and/or variable life insurance policies (collectively, Contracts) or qualified pension and retirement
plans (Qualified Plans) or other eligible investors authorized by the Distributor.
|
Investment
Limits
|
none
|
none
|
Conversion
Features
|
none
|
none
|
Front-End
Sales Charges
|
none
|
none
|
Contingent
Deferred Sales Charges (CDSCs)
|
none
|
none
|
Maximum
Distribution and/or Service Fees
|
none
|
0.25%
|
Financial
Intermediaries
The term
“financial intermediary” refers to the insurance company that issued your contract, qualified pension or retirement plan sponsors or the financial intermediary that employs your financial advisor. Financial intermediaries also include
broker-dealers and financial advisors as well as firms that employ broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other firms in the financial services
industry, including Ameriprise Financial and its affiliates.
Distribution and/or Service Fees
Pursuant to Rule 12b-1 under the Investment
Company Act of 1940, as amended (the 1940 Act), the Board has approved, and the Fund has adopted, a distribution plan which sets the distribution fees that are periodically deducted from the Fund’s assets for Class 2 shares. The distribution
fee for Class 2 shares is 0.25%. These fees are calculated daily, may vary by share class and are intended to compensate the Distributor and/or financial intermediaries for selling shares of the Fund and/or providing services to investors.
Because the fees are paid out of the Fund’s assets on an ongoing basis, they will increase the cost of your investment over time.
The Fund will pay these fees to the Distributor and/or to
eligible financial intermediaries for as long as the distribution plan continues. The Fund may reduce or discontinue payments at any time.
Effective July 1, 2017, the Fund will pay a service fee to
participating insurance companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the separate accounts.
Financial Intermediary Compensation
The Distributor, the Investment Manager and their affiliates
make payments, from their own resources, to financial intermediaries, primarily to affiliated and unaffiliated insurance companies, for marketing/sales support services relating to the Fund (Marketing Support Payments). Such payments are generally
based upon one or more of the following factors: average net assets of the Columbia Funds sold by the Distributor attributable to that financial intermediary; gross sales of the Columbia Funds distributed by the Distributor attributable to that
financial intermediary; or a negotiated lump sum payment. While the financial arrangements may vary for each financial intermediary, the Marketing Support Payments to any one financial intermediary are generally between 0.05% and 0.40% on an annual
basis for payments based on average net assets of the Fund attributable to the financial intermediary, and between 0.05% and 0.25% on an annual basis for a financial intermediary receiving a payment
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
(continued)
based on gross sales of the Columbia Funds
attributable to the financial intermediary. The Distributor, the Investment Manager and their affiliates make payments with respect to a Fund or the Columbia Funds generally on a basis other than those described above or in larger amounts when
dealing with certain financial intermediaries, including certain affiliates of Bank of America Corporation. Such increased payments may enable such financial intermediaries to offset credits that they may provide to customers.
As employee compensation and business unit operating goals at
all levels are generally tied to the success of Ameriprise Financial, employees of Ameriprise Financial and its affiliates, including employees of affiliated broker-dealers and insurance companies, are incented to include shares of the Columbia
Funds in Contracts offered by affiliated insurance companies. Certain employees, directly or indirectly, receive higher compensation and other benefits as investment in the Columbia Funds increases. In addition, management, sales leaders and other
employees may spend more of their time and resources promoting Ameriprise Financial and its subsidiary companies, including the Distributor and the Investment Manager, and the products they offer, including the Fund.
In addition to the payments described above, the Distributor,
the Investment Manager and their affiliates typically make other payments or allow promotional incentives to certain broker-dealers to the extent permitted by SEC and Financial Industry Regulatory Authority (FINRA) rules and by other applicable laws
and regulations.
Amounts paid by the Distributor, the
Investment Manager and their affiliates are paid out of their own resources and do not increase the amount paid by you or the Fund. You can find further details in the SAI about the payments made by the Distributor, the Investment Manager and their
affiliates, as well as a list of the financial intermediaries, including Ameriprise Financial affiliates, to which the Distributor and the Investment Manager have agreed to make Marketing Support Payments.
Your financial intermediary may charge you fees and
commissions in addition to those described in this prospectus. You should consult with your financial intermediary and review carefully any disclosure your financial intermediary provides regarding its services and compensation. Depending on the
financial arrangement in place at any particular time, a financial intermediary and its financial advisors may have a conflict of interest or financial incentive with respect to recommendations regarding the Fund or any Contract or Qualified Plan
that includes the Fund.
Share Price
Determination
The price you pay or receive when you buy,
sell or transfer shares is the Fund's next determined net asset value (or NAV) per share for a given share class. The Fund calculates the NAV per share for each class of shares of the Fund at the end of each business day, with the value of the
Fund's shares based on the total value of all of the securities and other assets that it holds as of a specified time.
NAV Calculation
Each of the Fund's share
classes calculates its NAV per share as follows:
NAV per share
=
(Value of assets of the share class) – (Liabilities of the share class)
Number of outstanding shares of the class
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
(continued)
Business Days
A business day is any
day that the New York Stock Exchange (NYSE) is open. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as
of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as
of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as
the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund’s NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund’s assets may still be
affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
Equity securities are valued primarily on
the basis of market quotations reported on stock exchanges and other securities markets around the world. If an equity security is listed on a national exchange, the security is valued at the closing price or, if the closing price is not readily
available, the mean of the closing bid and asked prices. Certain equity securities, debt securities and other assets are valued differently. For instance, bank loans trading in the secondary market are valued primarily on the basis of indicative
bids, fixed-income investments maturing in 60 days or less are valued primarily using the amortized cost method, unless this methodology results in a valuation that does not approximate the market value of these securities, and those maturing in
excess of 60 days are valued primarily using a market-based price obtained from a pricing service, if available. Investments in other open-end funds are valued at their published NAVs. Both market quotations and indicative bids are obtained from
outside pricing services approved and monitored pursuant to a policy approved by the Fund's Board.
If a market price is not readily available or is deemed not to
reflect market value, the Fund will determine the price of a portfolio security based on a determination of the security's fair value pursuant to a policy approved by the Fund’s Board. In addition, the Fund may use fair valuation to price
securities that trade on a foreign exchange when a significant event has occurred after the foreign exchange closes but before the time at which the Fund’s share price is calculated. Foreign exchanges typically close before the time at which
Fund share prices are calculated, and may be closed altogether on days when the Fund is open. Such significant events affecting a foreign security may include, but are not limited to: (1) corporate actions, earnings announcements, litigation or
other events impacting a single issuer; (2) governmental action that affects securities in one sector or country; (3) natural disasters or armed conflicts affecting a country or region; or (4) significant domestic or foreign market fluctuations. The
Fund uses various criteria, including an evaluation of U.S. market moves after the close of foreign markets, in determining whether a foreign security's market price is readily available and reflective of market value and, if not, the fair value of
the security. To the extent the Fund has significant holdings of small cap stocks, high-yield bonds, floating rate loans, or tax-exempt, foreign or other securities that may trade infrequently, fair valuation may be used more frequently than for
other funds.
Fair valuation may have the effect
of reducing stale pricing arbitrage opportunities presented by the pricing of Fund shares. However, when the Fund uses fair valuation to price securities, it may value those securities higher or lower than another fund would have priced the
security. Also, the use of fair valuation may cause the Fund's performance to diverge to a greater degree from the performance of various benchmarks used to compare the Fund's performance because benchmarks generally do not use fair valuation
techniques. Because of the judgment involved in fair valuation decisions, there can be no assurance that the value ascribed to a particular security is accurate. The Fund has retained one or more independent fair valuation pricing services to assist
in the fair valuation process for foreign securities.
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
(continued)
Shareholder Information
Each share class has its own cost structure and other
features. Your product may not offer every share class. The Fund encourages you to consult with a financial advisor who can help you with your investment decisions and for more information about the share classes offered by the Fund and available
under your product. Shares of the Fund are generally available for purchase only by participating insurance companies in connection with Contracts and Qualified Plan sponsors.
Shares of the Fund may not be purchased or sold directly by
individual Contract owners or participants in a Qualified Plan. When you sell your shares through your Contract or Qualified Plan, the Fund is effectively buying them back. This is called a redemption. The right of redemption may be suspended or
payment postponed whenever permitted by applicable laws and regulations.
Depending on the context, references to “you” or
“your” herein refer either to the holder of a Contract, participant in a Qualified Plan or qualified institutional investor who may select Fund shares to fund his or her investment in the Contract or Qualified Plan or to the
participating insurance company as the holder of Fund shares through one or more separate accounts or the Qualified Plan.
Potential Conflicts of Interest – Mixed and Shared
Funding
The Fund is available for purchase only through
Contracts offered by participating insurance companies, Qualified Plans and other qualified institutional investors authorized by the Distributor. Due to differences in tax treatment and other considerations, the interests of various Contract
owners, and the interests of Qualified Plan participants, if any, may conflict. The Fund does not foresee any disadvantages to investors arising from these potential conflicts of interest at this time. Nevertheless, the Board of the Fund intends to
monitor events to identify any material irreconcilable conflicts which may arise, and to determine what action, if any, should be taken in response to any conflicts. If such a conflict were to arise, one or more separate accounts might be required
to withdraw its investments in the Fund or shares of another mutual fund may be substituted. This might force the Fund to sell securities at disadvantageous prices.
Order Processing
Orders to buy and sell shares of the
Fund that are placed by your participating insurance company or Qualified Plan sponsor are processed on business days. Orders received in “good form” by the Transfer Agent or a financial intermediary, including your participating
insurance company or Qualified Plan sponsor, before the end of a business day are priced at the Fund’s NAV per share on that day. Orders received after the end of a business day will receive the next business day’s NAV per share. An
order is in “good form” if the Transfer Agent or your financial intermediary has all of the information and documentation it deems necessary to effect your order. The market value of the Fund’s investments may change between the
time you submit your order and the time the Fund next calculates its NAV per share. The business day that applies to your order is also called the trade date.
There is no sales charge associated with the purchase of Fund
shares, but there may be charges associated with your Contract or Qualified Plan. Any charges that apply to your Contract or Qualified Plan, and any charges that apply to separate accounts of participating insurance companies or Qualified Plans that
may own shares directly, are described in your separate Contract prospectus or Qualified Plan disclosure documents.
You may transfer all or part of your investment in the Fund to
one or more of the other investment options available under your Contract or Qualified Plan. You may provide instructions to sell any amount allocated to the Fund. Proceeds will be mailed within seven days after your surrender or withdrawal request
is received in good form by an authorized agent. The amount you receive may be more or less than the amount you invested.
Please refer to your Contract prospectus or Qualified Plan
disclosure documents, as applicable, for more information about transfers as well as surrenders and withdrawals.
Information Sharing Agreements
As required by Rule 22c-2 under the 1940
Act, the Funds or certain of their service providers will enter into information sharing agreements with financial intermediaries, including participating life insurance companies and financial intermediaries that sponsor or offer retirement plans
through which shares of the Funds are made available
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
(continued)
for purchase. Pursuant to Rule 22c-2,
financial intermediaries are required, upon request, to: (i) provide shareholder account and transaction information; and (ii) execute instructions from the Fund to restrict or prohibit further purchases of Fund shares by shareholders who have been
identified by the Fund as having engaged in transactions that violate the Fund's excessive trading policies and procedures.
Excessive Trading Practices Policy of Non-Money Market
Funds
Right to Reject or Restrict Share Transaction
Orders—
The Fund is intended for investors with long-term investment purposes and is not intended as a vehicle for frequent trading activity (market timing) that is excessive. Investors should transact in Fund
shares primarily for investment purposes. The Board has adopted excessive trading policies and procedures that are designed to deter excessive trading by investors (the Excessive Trading Policies and Procedures).
The Fund discourages and does not accommodate excessive trading.
The Fund reserves the right to reject,
without any prior notice, any buy or transfer order for any reason, and will not be liable for any loss resulting from rejected orders. For example, the Fund may in its sole discretion restrict or reject a buy or transfer order even if the
transaction is not subject to the specific limitation described below if the Fund or its agents determine that accepting the order could interfere with efficient management of the Fund's portfolio or is otherwise contrary to the Fund's best
interests. The Excessive Trading Policies and Procedures apply equally to buy or transfer transactions communicated directly to the Transfer Agent and to those received by financial intermediaries.
Specific Buying and Transferring Limitations
— If a Fund detects that an investor has made two “material round trips” in any 28-day period, it will generally reject the investor's future purchase orders, including transfer buy orders, involving
any Fund.
For these purposes, a “round
trip” is a purchase or transfer into the Fund followed by a sale or transfer out of the Fund, or a sale or transfer out of the Fund followed by a purchase or transfer into the Fund. A “material” round trip is one that is deemed by
the Fund to be material in terms of its amount or its potential detrimental impact on the Fund. Independent of this limit, the Fund may, in its sole discretion, reject future purchase orders by any person, group or account that appears to have
engaged in any type of excessive trading activity.
These limits generally do not apply to automated transactions
or transactions by registered investment companies in a “fund-of-funds” structure. These limits do not apply to payroll deduction contributions by retirement plan participants, transactions initiated by a retirement plan sponsor or
certain other retirement plan transactions consisting of rollover transactions, loan repayments and disbursements, and required minimum distribution redemptions. They may be modified or rescinded for accounts held by certain retirement plans to
conform to plan limits, for considerations relating to the Employee Retirement Income Security Act of 1974 or regulations of the Department of Labor, and for certain asset allocation or wrap programs. Accounts known to be under common ownership or
control generally will be counted together, but accounts maintained or managed by a common intermediary generally will not be considered to be under common ownership or control. The Fund retains the right to modify these restrictions at any time
without prior notice to shareholders. In addition, the Fund may, in its sole discretion, reinstate trading privileges that have been revoked under the Fund's Excessive Trading Policies and Procedures.
Limitations on the Ability to Detect
and Prevent Excessive Trading Practices—
The Fund takes various steps designed to detect and prevent excessive trading, including daily review of available shareholder transaction information. However, the Fund
receives buy, sell or transfer orders through financial intermediaries, and cannot always know of or reasonably detect excessive trading that may be facilitated by financial intermediaries or by the use of the omnibus account arrangements they
offer. Omnibus account arrangements are common forms of holding shares of mutual funds, particularly among certain financial intermediaries such as broker-dealers, retirement plans and variable insurance products. These arrangements often permit
financial intermediaries to aggregate their clients' transactions and accounts, and in these circumstances, the identities of the financial intermediary clients that beneficially own Fund shares are often not known to the Fund.
Columbia Variable Portfolio – Seligman
Global Technology Fund
About Fund Shares and Transactions
(continued)
Some financial intermediaries apply their
own restrictions or policies to their clients’ transactions and accounts, which may be more or less restrictive than those described here. This may impact the Fund's ability to curtail excessive trading, even where it is identified. For these
and other reasons, it is possible that excessive trading may occur despite the Fund's efforts to detect and prevent it.
Although these restrictions and policies involve judgments
that are inherently subjective and may involve some selectivity in their application, the Fund seeks to act in a manner that it believes is consistent with the best interests of Fund shareholders in making any such judgments.
Risks of Excessive Trading —
Excessive trading creates certain risks to the Fund's long-term shareholders and may create the following adverse effects:
■
|
negative impact on the
Fund's performance;
|
■
|
potential dilution of the
value of the Fund's shares;
|
■
|
interference with the
efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold;
|
■
|
losses on the sale of
investments resulting from the need to sell securities at less favorable prices; and
|
■
|
increased brokerage and
administrative costs.
|
To the extent
that the Fund invests significantly in foreign securities traded on markets that close before the Fund's valuation time, it may be particularly susceptible to dilution as a result of excessive trading. Because events may occur after the close of
foreign markets and before the Fund's valuation time that influence the value of foreign securities, investors may seek to trade Fund shares in an effort to benefit from their understanding of the value of foreign securities as of the Fund's
valuation time. This is often referred to as price arbitrage. The Fund has adopted procedures designed to adjust closing market prices of foreign securities under certain circumstances to reflect what the Fund believes to be the fair value of those
securities as of its valuation time. To the extent the adjustments do not work fully, investors engaging in price arbitrage may cause dilution in the value of the Fund's shares held by other shareholders.
Similarly, to the extent that the
Fund invests significantly in thinly traded securities and other debt instruments that are rated below investment grade (commonly called “high-yield” or “junk bonds”), equity securities of small-capitalization companies,
floating rate loans, or tax-exempt or other securities that may trade infrequently, because
these securities are often traded infrequently, investors may seek to trade
Fund shares in an effort to benefit from their understanding of the value of these securities as of the Fund's valuation time. This is also a type of price arbitrage. Any such frequent trading strategies may interfere with efficient management of
the Fund's portfolio to a greater degree than would be the case for mutual funds that invest only, or significantly, in highly liquid securities, in part because the Fund may have difficulty selling these particular investments at advantageous times
or prices to satisfy large and/or frequent sell orders. Any successful price arbitrage may also cause dilution in the value of Fund shares held by non-redeeming shareholders.
Excessive Trading Practices Policy of Columbia Variable
Portfolio - Government Money Market Fund
A money market
fund is designed to offer investors a liquid cash option that they may buy and sell as often as they wish. Accordingly, the Board has not adopted policies and procedures designed to discourage excessive or short-term trading of Columbia Variable
Portfolio - Government Money Market Fund shares. However, since frequent purchases and sales of Columbia Variable Portfolio - Government Money Market Fund shares could in certain instances harm shareholders in various ways, including reducing the
returns to long-term shareholders by increasing costs (such as spreads paid to dealers who trade money market instruments with Columbia Variable Portfolio - Government Money Market Fund) and disrupting portfolio management strategies, Columbia
Variable Portfolio - Government Money Market Fund reserves the right, but has no obligation, to reject any purchase or transfer transaction at any time. Columbia Variable Portfolio - Government Money Market Fund has no limits on purchase
or transfer transactions. In addition, Columbia Variable Portfolio - Government Money Market Fund reserves the right to impose or modify restrictions on purchases, transfers or trading of Fund shares at any time.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Distributions to Shareholders
A mutual fund can make money two ways:
■
|
It can earn income on its
investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks.
|
■
|
A mutual
fund can also have capital gains if the value of its investments increases. While a fund continues to hold an investment, any gain is generally unrealized. If the fund sells an investment, it generally will realize a capital gain if it sells that
investment for a higher price than its adjusted cost basis, and will generally realize a capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains and losses are either short-term or long-term, depending
on whether the fund holds the securities for one year or less (short-term) or more than one year (long-term).
|
Mutual funds make payments of fund earnings to shareholders,
distributing them among all shareholders of the fund. As a shareholder, you are entitled to your portion of a fund's distributed income, including capital gains. Reinvesting your distributions buys you more shares of a fund
—
which lets you take advantage of the potential for compound growth. Putting the money you earn back into your investment means it, in turn, may earn even more money (or be exposed to additional losses, if
the Fund earns a negative return). Over time, the power of compounding has the potential to significantly increase the value of your investment. There is no assurance, however, that you'll earn more money if you reinvest your distributions rather
than receive them in cash.
The Fund intends to
pay out, in the form of distributions to shareholders, a sufficient amount of its income and gains so that the Fund will qualify for treatment as a regulated investment company and generally will not have to pay any federal excise tax. The Fund
generally intends to distribute any net realized capital gain (whether long-term or short-term gain) at least once a year. Normally, the Fund will declare and pay distributions of net investment income according to the following schedule:
Declaration
and Distribution Schedule
|
Declarations
|
Annually
|
Distributions
|
Annually
|
The Fund may declare or pay
distributions of net investment income more frequently.
Different share classes of the Fund usually
pay different net investment income distribution amounts, because each class has different expenses. Each time a distribution is made, the NAV per share of the share class is reduced by the amount of the distribution.
The Fund will automatically reinvest distributions in
additional shares of the same share class of the Fund unless you inform us you want to receive your distributions to be paid in cash.
Taxes and Your Investment
The Fund intends to qualify and to be
eligible for treatment each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund’s
failure to qualify and be eligible for treatment as a regulated investment company would result in fund-level taxation, and consequently, a reduction in income available for distribution to you.
Shares of the Fund are only offered to separate accounts of
participating insurance companies, Qualified Plans, and certain other eligible persons or plans permitted to hold shares of the Fund pursuant to the applicable Treasury Regulations without impairing the ability of participating insurance companies
to satisfy the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986, as amended. You should consult with the participating insurance company that issued your Contract, plan sponsor, or other eligible investor through
which your investment in the Fund is made regarding the U.S. federal income taxation of your investment.
Columbia Variable Portfolio – Seligman
Global Technology Fund
Distributions and Taxes
(continued)
For Variable Annuity Contracts and Variable
Life Insurance Policies:
Your Contract may qualify for favorable tax treatment. Review your Contract prospectus to determine the tax implications of your investment in the Contract. As long as your Contract
continues to qualify for such favorable tax treatment, you will not be taxed currently on your investment in the Fund through such Contract, even if the Fund makes distributions to the separate account and/or you change your investment options under
the Contract. In order to qualify for such treatment, among other things, the separate accounts of participating insurance companies, which maintain and invest net proceeds from Contracts, must be “adequately diversified.” The Fund
intends to operate in such a manner so that a separate account investing only in Fund shares on behalf of a holder of a Contract will be “adequately diversified.” If the Fund does not meet such requirements because its investments are
not adequately diversified, your Contract could lose its favorable tax treatment and income and gain allocable to your Contract could be taxable currently to you. This could also occur if Contract holders are found to have an impermissible level of
control over the investments underlying their Contracts.
Taxes
The information provided
above is only a summary of how U.S. federal income taxes may affect your indirect investment in the Fund. It is not intended as a substitute for careful tax planning. Your investment in the Fund may have other tax implications. It does not apply to
certain types of investors who may be subject to special rules, including foreign or tax-exempt investors or those holding Fund shares through a tax-advantaged account other than a Contract, such as a 401(k) plan or IRA. Please see the SAI for more
detailed tax information. You should consult with your own tax advisor about the particular tax consequences to you of an investment in the Fund, including the effect of any foreign, state and local taxes, and the effect of possible changes in
applicable tax laws.
Columbia Variable Portfolio – Seligman
Global Technology Fund
The financial highlights tables are intended
to help you understand the Fund’s financial performance for the past five fiscal years or, if shorter, the Fund’s period of operations. Certain information reflects financial results for a single Fund share. Per share net investment
income (loss) amounts are calculated based on average shares outstanding during the period. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund assuming all dividends and
distributions had been reinvested. Total returns do not reflect any fees and expenses imposed under your Contract and/or Qualified Plan, as applicable; such fees and expenses would reduce the total returns for all periods shown. Total
return and portfolio turnover are not annualized for periods of less than one year. The portfolio turnover rate is calculated without regard to purchase and sales transactions of short-term instruments and certain derivatives, if any. If such
transactions were included, the Fund’s portfolio turnover rate may be higher. This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with the Fund’s
financial statements, is included in the Fund’s annual report, which is available upon request.
|
Year
Ended December 31,
|
Class
1
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$27.97
|
$29.99
|
$26.01
|
$20.87
|
$19.50
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment loss
|
(0.04)
|
(0.01)
|
(0.07)
|
(0.07)
|
(0.05)
|
Net
realized and unrealized gain
|
3.55
|
3.00
|
6.42
|
5.42
|
1.46
|
Total
from investment operations
|
3.51
|
2.99
|
6.35
|
5.35
|
1.41
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
realized gains
|
(9.81)
|
(5.01)
|
(2.37)
|
(0.21)
|
(0.04)
|
Total
distributions to shareholders
|
(9.81)
|
(5.01)
|
(2.37)
|
(0.21)
|
(0.04)
|
Net
asset value, end of period
|
$21.67
|
$27.97
|
$29.99
|
$26.01
|
$20.87
|
Total
return
|
19.35%
|
10.11%
|
25.43%
|
25.83%
|
7.23%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.26%
|
1.20%
|
1.21%
|
1.23%
|
1.21%
|
Total
net expenses
(b)
|
0.98%
|
0.98%
|
1.00%
|
1.00%
|
1.00%
|
Net
investment loss
|
(0.17%)
|
(0.05%)
|
(0.27%)
|
(0.31%)
|
(0.25%)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$31,083
|
$28,698
|
$29,004
|
$26,513
|
$23,922
|
Portfolio
turnover
|
62%
|
65%
|
87%
|
93%
|
96%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net
expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
Columbia Variable Portfolio – Seligman
Global Technology Fund
Financial Highlights
(continued)
|
Year
Ended December 31,
|
Class
2
|
2016
|
2015
|
2014
|
2013
|
2012
|
Per
share data
|
|
|
|
|
|
Net
asset value, beginning of period
|
$26.98
|
$29.10
|
$25.31
|
$20.37
|
$19.07
|
Income
from investment operations:
|
|
|
|
|
|
Net
investment loss
|
(0.12)
|
(0.08)
|
(0.14)
|
(0.13)
|
(0.10)
|
Net
realized and unrealized gain
|
3.38
|
2.91
|
6.25
|
5.28
|
1.44
|
Total
from investment operations
|
3.26
|
2.83
|
6.11
|
5.15
|
1.34
|
Less
distributions to shareholders:
|
|
|
|
|
|
Net
realized gains
|
(9.74)
|
(4.95)
|
(2.32)
|
(0.21)
|
(0.04)
|
Total
distributions to shareholders
|
(9.74)
|
(4.95)
|
(2.32)
|
(0.21)
|
(0.04)
|
Net
asset value, end of period
|
$20.50
|
$26.98
|
$29.10
|
$25.31
|
$20.37
|
Total
return
|
19.01%
|
9.81%
|
25.12%
|
25.48%
|
7.03%
|
Ratios
to average net assets
(a)
|
|
|
|
|
|
Total
gross expenses
|
1.47%
|
1.45%
|
1.45%
|
1.48%
|
1.46%
|
Total
net expenses
(b)
|
1.23%
|
1.23%
|
1.25%
|
1.25%
|
1.25%
|
Net
investment loss
|
(0.49%)
|
(0.30%)
|
(0.52%)
|
(0.56%)
|
(0.48%)
|
Supplemental
data
|
|
|
|
|
|
Net
assets, end of period (in thousands)
|
$27,838
|
$83,566
|
$92,264
|
$82,873
|
$68,824
|
Portfolio
turnover
|
62%
|
65%
|
87%
|
93%
|
96%
|
Notes to Financial Highlights
(a)
|
In addition to the fees and
expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund’s reported expense ratios.
|
(b)
|
Total net expenses include
the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable.
|
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[This page
intentionally left blank]
Columbia Variable Portfolio – Seligman Global Technology Fund
P.O. Box 8081
Boston, MA 02266-8081
For More
Information
The Fund is generally available only to owners of
Contracts issued by participating insurance companies and participants in Qualified Plans. Please refer to your Contract prospectus or Qualified Plan disclosure documents for information about how to buy, sell and transfer shares of the
Fund.
Additional Information About the
Fund
Additional information about the Fund’s
investments is available in the Fund’s annual and semiannual reports to shareholders. In the annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance
during its last fiscal year. The SAI also provides additional information about the Fund and its policies. The SAI, which has been filed with the SEC, is legally part of this prospectus (incorporated by reference). To obtain these documents free of
charge, to request other information about the Fund and to make shareholder inquiries, please contact the Fund as follows:
By Mail:
Columbia Funds
c/o Columbia Management Investment Services Corp.
P.O. Box 8081
Boston, MA 02266-8081
By Telephone:
800.345.6611
The Fund’s offering
documents and shareholder reports are not available on the Columbia Funds’ website because they are generally available only through participating insurance companies or retirement plans.
The website references in this prospectus are inactive
links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus.
Additionally, you can review and copy information
about the Fund (including this prospectus, the SAI and shareholder reports) at the SEC’s Public Reference Room in Washington, D.C. To find out more about the operation of the Public Reference Room, call the SEC at 202.551.8090. Reports and
other information about the Fund are also available in the EDGAR Database on the SEC’s website at http://www.sec.gov. You can receive copies of this information, for a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov or by writing the Public Reference Section, Securities and Exchange Commission, Washington, D.C. 20549-1520.
The investment company registration number of Columbia
Funds Variable Series Trust II, of which the Fund is a series, is 811-22127.
Columbia Threadneedle Investments is
the global brand name of the Columbia and Threadneedle group of companies.
© 2017 Columbia Management Investment
Distributors, Inc.
225 Franklin Street, Boston, MA 02110
800.345.6611
STATEMENT OF ADDITIONAL INFORMATION
May 1, 2017
Columbia Funds
Variable Series Trust II
|
Columbia
Variable Portfolio – Balanced Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Commodity Strategy Fund:
Class 1 & Class 2
|
Columbia
Variable Portfolio – Core Equity Fund*:
single class of shares
|
Columbia
Variable Portfolio – Disciplined Core Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Dividend Opportunity Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Emerging Markets Bond Fund:
Class 1 & Class 2
|
Columbia
Variable Portfolio – Emerging Markets Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Global Bond Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Government Money Market Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – High Yield Bond Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Income Opportunities Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Intermediate Bond Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Large Cap Growth Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Large Cap Index Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Limited Duration Credit Fund:
Class 1 & Class 2
|
Columbia
Variable Portfolio – Managed Volatility Moderate Growth Fund:
Class 2
|
Columbia
Variable Portfolio – Mid Cap Growth Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Mid Cap Value Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Select International Equity Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Select Large-Cap Value Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Select Smaller-Cap Value Fund:
Class 1, Class 2 & Class 3
|
Columbia
Variable Portfolio – Seligman Global Technology Fund:
Class 1 & Class 2
|
Columbia
Variable Portfolio – U.S. Equities Fund:
Class 1 & Class 2
|
Columbia
Variable Portfolio – U.S. Government Mortgage Fund:
Class 1, Class 2 & Class 3
|
Variable
Portfolio – Aggressive Portfolio:
Class 2 & Class 4
|
Variable
Portfolio – American Century Diversified Bond Fund:
Class 1 & Class 2
|
Variable
Portfolio – BlackRock Global Inflation-Protected Securities Fund:
Class 1, Class 2 & Class 3
|
Variable
Portfolio – CenterSquare Real Estate Fund:
Class 1 & Class 2
|
Variable
Portfolio – Columbia Wanger International Equities Fund:
Class 1 & Class 2
|
Variable
Portfolio – Conservative Portfolio:
Class 2 & Class 4
|
Variable
Portfolio – DFA International Value Fund:
Class 1 & Class 2
|
Variable
Portfolio – Eaton Vance Floating-Rate Income Fund:
Class 1 & Class 2
|
Variable
Portfolio – Jennison Mid Cap Growth Fund:
Class 1 & Class 2
|
Variable
Portfolio – Loomis Sayles Growth Fund:
Class 1 & Class 2
|
Variable
Portfolio – Los Angeles Capital Large Cap Growth Fund:
Class 1 & Class 2
|
Variable
Portfolio – MFS
®
Blended Research
®
Core Equity Fund:
Class 1, Class 2 & Class 3
|
Variable
Portfolio – MFS
®
Value Fund:
Class 1 & Class 2
|
Variable
Portfolio – Moderate Portfolio:
Class 2 & Class 4
|
Variable
Portfolio – Moderately Aggressive Portfolio:
Class 2 & Class 4
|
Variable
Portfolio – Moderately Conservative Portfolio:
Class 2 & Class 4
|
Variable
Portfolio – Morgan Stanley Advantage Fund:
Class 1 & Class 2
|
Variable
Portfolio – Oppenheimer International Growth Fund:
Class 1 & Class 2
|
Variable
Portfolio – Partners Core Bond Fund:
Class 1 & Class 2
|
Variable
Portfolio – Partners Small Cap Growth Fund:
Class 1 & Class 2
|
Variable
Portfolio – Partners Small Cap Value Fund:
Class 1, Class 2 & Class 3
|
Variable
Portfolio – Pyramis
®
International Equity Fund:
Class 1 & Class 2
|
Variable
Portfolio – Victory Sycamore Established Value Fund:
Class 1, Class 2 & Class 3
|
Variable
Portfolio – TCW Core Plus Bond Fund:
Class 1 & Class 2
|
Variable
Portfolio – T. Rowe Price Large Cap Value Fund:
Class 1 & Class 2
|
Variable
Portfolio – Wells Fargo Short Duration Government Fund:
Class 1 & Class 2
|
*
|
This Fund is closed to new
investors.
|
Each Fund may offer shares to separate
accounts (Separate Accounts) funding variable annuity contracts and variable life insurance policies (Contracts) issued by affiliated and unaffiliated life insurance companies as well as qualified pension and retirement plans (Qualified Plans) and
other qualified institutional investors authorized by the Funds’ distributor (the Distributor). There are no exchange ticker symbols associated with shares of the Funds.
Unless the context indicates otherwise, references herein to
“each Fund,” “the Fund,” “a Fund,” “the Funds” or “Funds” refers to each Fund listed above.
This Statement of Additional Information (SAI)
is not a prospectus, is not a substitute for reading any prospectus and is intended to be read in conjunction with each Fund’s current prospectus dated the same date as this SAI.
The most recent annual report
for each Fund, which includes the Fund’s audited financial statements for the period ended December 31, 2016, is incorporated by reference into this SAI.
Copies of the Funds' current prospectuses and annual and
semiannual reports may be obtained without charge by writing Columbia Management Investment Services Corp., P.O. Box 8081, Boston, MA 02266-8081, by calling Columbia Funds at 800.345.6611, by contacting the applicable Participating Insurance Company
or sponsor of a qualified pension or retirement plan (Qualified Plan), or by contacting the broker-dealers or other financial intermediaries offering certain variable annuity contracts (VA contracts) or variable life insurance policies (VLI
policies) issued by the Participating Insurance Company through which shares of the Funds are available.
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187
|
|
189
|
|
189
|
|
190
|
|
192
|
|
201
|
|
223
|
|
A-1
|
|
B-1
|
Statement
of Additional Information – May 1, 2017
|
1
|
SAI PRIMER
The SAI is a part of the Funds' registration
statement that is filed with the SEC. The registration statement includes the Funds' prospectuses, the SAI and certain exhibits. The SAI, and any supplements to it, can be found online by accessing the SEC’s website at www.sec.gov.
For purposes of any electronic version of this SAI,
all references to websites or universal resource locators (URLs), are intended to be inactive and are not meant to incorporate the contents of any such website or URL into this SAI.
The SAI generally provides additional information
about the Funds that is not required to be in the Funds' prospectuses. The SAI expands discussions of certain matters described in the Funds' prospectuses and provides certain additional information about the Funds that may be of interest to some
investors. Among other things, the SAI provides information about:
■
|
the organization
of the Trust;
|
■
|
the Funds'
investments;
|
■
|
the Funds'
investment adviser, investment subadviser(s) (if any) and other service providers, including roles and relationships of Ameriprise Financial and its affiliates, and conflicts of interest;
|
■
|
the governance of
the Funds;
|
■
|
the Funds'
brokerage practices;
|
■
|
the share classes
offered by the Funds;
|
■
|
the purchase,
redemption and pricing of Fund shares; and
|
■
|
the
application of U.S. federal income tax laws.
|
Investors may find this information important and
helpful. If you have any questions about the Funds, please call Columbia Funds at 800.345.6611 or contact your financial advisor.
Throughout this SAI, the term
“financial intermediary” may refer, generally, to one or more of the selling agents and/or servicing agents that are authorized to sell and/or service shares of the Funds, which may include broker-dealers and financial advisors as well
as firms that employ such broker-dealers and financial advisors, including, for example, brokerage firms, banks, investment advisers, third party administrators and other financial intermediaries, including Ameriprise Financial and its
affiliates.
Columbia Threadneedle Investments
is the global brand name of the Columbia and Threadneedle group of companies.
Before reading the SAI, you should consult the
prospectus for the Fund as well as the Glossary below, which defines certain of the terms used in the SAI. Terms not defined in the Glossary below generally have the same meaning as otherwise ascribed in a Fund’s prospectus.
Glossary
1933
Act
|
Securities
Act of 1933, as amended
|
1934
Act
|
Securities
Exchange Act of 1934, as amended
|
1940
Act
|
Investment
Company Act of 1940, as amended
|
Administrative
Services Agreement
|
The
Administrative Services Agreement, as amended, if applicable, between a Trust, on behalf of the Funds, and the Investment Manager
|
American
Century
|
American
Century Investment Management Inc.
|
Ameriprise
Financial
|
Ameriprise
Financial, Inc.
|
BANA
|
Bank
of America, National Association
|
Bank
of America
|
Bank
of America Corporation
|
BFDS/DST
|
Boston
Financial Data Services, Inc./DST Systems, Inc.
|
Barrow
Hanley
|
Barrow,
Hanley, Mewhinney & Strauss, LLC
|
BlackRock
|
BlackRock
Financial Management, Inc.
|
BMO
|
BMO
Asset Management Corp.
|
Board
|
The
Trust's Board of Trustees
|
Board
Services
|
Board
Services Corporation
|
Statement
of Additional Information – May 1, 2017
|
2
|
Business
Day
|
Any
day on which the NYSE is open for business. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as of the
time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as of the
regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as the
Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund's NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund's assets may still be affected on such
days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open.
|
CEA
|
Commodity
Exchange Act
|
CenterSquare
|
CenterSquare
Investment Management, Inc.
|
CFTC
|
The
United States Commodities Futures Trading Commission
|
CFVST
II
|
Columbia
Funds Variable Series Trust II
|
CMOs
|
Collateralized
mortgage obligations
|
Code
|
Internal
Revenue Code of 1986, as amended
|
Codes
of Ethics
|
The
codes of ethics adopted by the Funds, the Investment Manager, Columbia Management Investment Distributors, Inc. and/or any sub-adviser, as applicable, pursuant to Rule 17j-1 under the 1940 Act
|
Columbia
Funds Complex
|
The
fund complex that is comprised of the registered investment companies advised by the Investment Manager or its affiliates
|
Columbia
Funds or Columbia Fund Family
|
The
open-end investment management companies, including the Funds, advised by the Investment Manager or its affiliates or principally underwritten by the Distributor
|
Columbia
Management
|
Columbia
Management Investment Advisers, LLC
|
Columbia
WAM
|
Columbia
Wanger Asset Management, LLC
|
Custodian
|
JPMorgan
Chase Bank, N.A.
|
Denver
Investments
|
Denver
Investment Advisors LLC
|
DFA
|
Dimensional
Fund Advisors LP
|
Distribution
Agreement
|
The
Distribution Agreement between the Trust, on behalf of the Funds, and the Distributor
|
Distribution
Plan(s)
|
One
or more of the plans adopted by the Board pursuant to Rule 12b-1 under the 1940 Act for the distribution of the Funds’ shares
|
Distributor
|
Columbia
Management Investment Distributors, Inc.
|
Donald
Smith
|
Donald
Smith & Co., Inc.
|
Eaton
Vance
|
Eaton
Vance Management
|
FDIC
|
Federal
Deposit Insurance Corporation
|
FHLMC
|
The
Federal Home Loan Mortgage Corporation
|
Fitch
|
Fitch,
Inc.
|
FNMA
|
Federal
National Mortgage Association
|
The
Fund(s) or a Fund
|
One
or more of the open-end management investment companies listed on the front cover of this SAI
|
GNMA
|
Government
National Mortgage Association
|
Holland
|
Holland
Capital Management LLC
|
Independent
Trustees
|
The
Trustees of the Board who are not “interested persons” (as defined in the 1940 Act) of the Funds
|
Statement
of Additional Information – May 1, 2017
|
3
|
Interested
Trustees
|
The
Trustees of the Board who are currently deemed to be “interested persons” (as defined in the 1940 Act) of the Funds
|
Invesco
|
Invesco
Advisers, Inc.
|
Investment
Management Services Agreement
|
The
Investment Management Services Agreements, as amended, if applicable, between the Trust, on behalf of the Funds, and the Investment Manager
|
Investment
Manager
|
Columbia
Management Investment Advisers, LLC
|
IRS
|
United
States Internal Revenue Service
|
Jacobs
Levy
|
Jacobs
Levy Equity Management, Inc.
|
Jennison
|
Jennison
Associates LLC
|
JPMIM
|
J.P.
Morgan Investment Management Inc.
|
JPMorgan
|
JPMorgan
Chase Bank, N.A., the Funds' custodian
|
Kennedy
|
Kennedy
Capital Management, Inc.
|
LIBOR
|
London
Interbank Offered Rate
|
Loomis
Sayles
|
Loomis,
Sayles & Company, L.P.
|
Los
Angeles Capital
|
Los
Angeles Capital Management and Equity Research, Inc.
|
Marsico
Capital
|
Marsico
Capital Management, LLC
|
MFS
|
Massachusetts
Financial Services Company
|
Management
Agreement
|
The
Management Agreements, as amended, if applicable, between the Trust, on behalf of the Funds, and the Investment Manager
|
Moody’s
|
Moody’s
Investors Service, Inc.
|
MSIM
|
Morgan
Stanley Investment Management Inc.
|
NASDAQ
|
National
Association of Securities Dealers Automated Quotations system
|
Nations
Funds
|
The
Funds within the Columbia Funds Complex that historically bore the Nations brand
|
NAV
|
Net
asset value per share of a Fund
|
NFJ
|
NFJ
Investment Group LLC
|
NRSRO
|
Nationally
recognized statistical ratings organization (such as, for example, Moody’s, Fitch or S&P)
|
NSCC
|
National
Securities Clearing Corporation
|
NYSE
|
New
York Stock Exchange
|
Nuveen
Asset Management
|
Nuveen
Asset Management, LLC
|
Oppenheimer
|
OppenheimerFunds
Inc.
|
Palisade
|
Palisade
Capital Management LLC
|
Participating
Insurance Companies
|
Life
insurance companies that issue the variable annuity contracts or variable life insurance policies through separate accounts for which the Funds serve as underlying investment vehicles
|
Previous
Adviser
|
Columbia
Management Advisors, LLC, the investment adviser of certain Columbia Funds prior to May 1, 2010 when Ameriprise Financial acquired the long-term asset management business of the Previous Adviser, which is an indirect wholly-owned subsidiary of Bank
of America.
|
Pyramis
|
FIAM
LLC (doing business as Pyramis Global Advisors)
|
PwC
|
PricewaterhouseCoopers
LLP
|
REIT
|
Real
estate investment trust
|
REMIC
|
Real
estate mortgage investment conduit
|
Retirement
Plan
|
A
qualified plan or retirement arrangement or account through which shares of a Fund are made available.
|
RIC
|
A
“regulated investment company,” as such term is used in the Code
|
River
Road
|
River
Road Asset Management, LLC
|
Statement
of Additional Information – May 1, 2017
|
4
|
RiverSource
Funds
|
The
Funds within the Columbia Funds Complex that historically bore the RiverSource brand and includes series of CFVST II
|
S&P
|
Standard
& Poor’s, a division of The McGraw-Hill Companies, Inc. (“Standard & Poor’s” and “S&P” are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by the Investment Manager. The
Columbia Funds are not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in the Columbia Funds)
|
SAI
|
This
Statement of Additional Information, as amended and supplemented from time-to-time
|
SBH
|
Segall
Bryant & Hamill, LLC
|
SEC
|
United
States Securities and Exchange Commission
|
Seligman
Funds
|
The
Funds within the Columbia Fund Complex that historically bore the Seligman brand and includes series of CFVST II
|
Shares
|
Shares
of a Fund
|
Sit
Investment
|
Sit
Investment Associates, Inc.
|
Snow
Capital
|
Snow
Capital Management, L.P.
|
Subadvisory
Agreement
|
The
Subadvisory Agreement among the Trust on behalf of the Fund(s), the Investment Manager and a Fund’s investment subadviser(s), as the context may require
|
Subsidiary
|
One
or more wholly-owned subsidiaries of a Fund
|
T.
Rowe Price
|
T.
Rowe Price Associates, Inc.
|
TCW
|
TCW
Investment Management Company LLC
|
The
London Company
|
The
London Company of Virginia, LLC
|
Threadneedle
|
Threadneedle
International Limited
|
Transfer
Agency Agreement
|
The
Transfer and Dividend Disbursing Agent Agreement between the Trust, on behalf of the Funds, and the Transfer Agent
|
Transfer
Agent
|
Columbia
Management Investment Services Corp.
|
Treasury
Regulations
|
Regulations
promulgated under the Code by the United States Treasury Department
|
Trustee(s)
|
One
or more members of the Board’s Trustees
|
Trust
|
Columbia
Funds Variable Series Trust II, the registered investment company in the Columbia Fund Family to which this SAI relates
|
Turner
|
Turner
Investments, L.P.
|
Victory
Capital
|
Victory
Capital Management Inc.
|
VP
– Managed Volatility Funds
|
Columbia
Variable Portfolio – Managed Volatility Conservative Fund, Columbia Variable Portfolio – Managed Volatility Conservative Growth Fund, Columbia Variable Portfolio – Managed Volatility Growth Fund, Columbia Variable Portfolio
– Managed Volatility Moderate Growth Fund, Columbia Variable Portfolio – U.S. Flexible Conservative Growth Fund, Columbia Variable Portfolio – U.S. Flexible Growth Fund and Columbia Variable Portfolio – U.S. Flexible Moderate
Growth Fund
|
VP
– Portfolio Navigator Funds
|
VP
– Aggressive Portfolio, VP – Conservative Portfolio, VP – Moderate Portfolio, VP – Moderately Aggressive Portfolio and VP – Moderately Conservative Portfolio
|
WellsCap
|
Wells
Capital Management Incorporated
|
Winslow
Capital
|
Winslow
Capital Management LLC
|
Throughout this SAI, the Funds are referred to as
follows:
Fund
Name:
|
|
Referred
to as:
|
Columbia
Variable Portfolio – Balanced Fund
|
|
VP
– Balanced Fund
|
Columbia
Variable Portfolio – Commodity Strategy Fund
|
|
VP
– Commodity Strategy Fund
|
Statement
of Additional Information – May 1, 2017
|
5
|
Fund
Name:
|
|
Referred
to as:
|
Columbia
Variable Portfolio – Core Equity Fund
|
|
VP
– Core Equity Fund
|
Columbia
Variable Portfolio – Disciplined Core Fund
|
|
VP
– Disciplined Core Fund
|
Columbia
Variable Portfolio – Dividend Opportunity Fund
|
|
VP
– Dividend Opportunity Fund
|
Columbia
Variable Portfolio – Emerging Markets Bond Fund
|
|
VP
– Emerging Markets Bond Fund
|
Columbia
Variable Portfolio – Emerging Markets Fund
|
|
VP
– Emerging Markets Fund
|
Columbia
Variable Portfolio – Global Bond Fund
|
|
VP
– Global Bond Fund
|
Columbia
Variable Portfolio – Government Money Market Fund
|
|
VP
– Government Money Market Fund
|
Columbia
Variable Portfolio – High Yield Bond Fund
|
|
VP
– High Yield Bond Fund
|
Columbia
Variable Portfolio – Income Opportunities Fund
|
|
VP
– Income Opportunities Fund
|
Columbia
Variable Portfolio – Intermediate Bond Fund
|
|
VP
– Intermediate Bond Fund
|
Columbia
Variable Portfolio – Large Cap Growth Fund
|
|
VP
– Large Cap Growth Fund
|
Columbia
Variable Portfolio – Large Cap Index Fund
|
|
VP
– Large Cap Index Fund
|
Columbia
Variable Portfolio – Limited Duration Credit Fund
|
|
VP
– Limited Duration Credit Fund
|
Columbia
Variable Portfolio – Managed Volatility Moderate Growth Fund
|
|
VP
– MV Moderate Growth Fund
|
Columbia
Variable Portfolio – Mid Cap Growth Fund
|
|
VP
– Mid Cap Growth Fund
|
Columbia
Variable Portfolio – Mid Cap Value Fund
|
|
VP
– Mid Cap Value Fund
|
Columbia
Variable Portfolio – Select International Equity Fund
|
|
VP
– Select International Equity Fund
|
Columbia
Variable Portfolio – Select Large-Cap Value Fund
|
|
VP
– Select Large-Cap Value Fund
|
Columbia
Variable Portfolio – Select Smaller-Cap Value Fund
|
|
VP
– Select Smaller-Cap Value Fund
|
Columbia
Variable Portfolio – Seligman Global Technology Fund
|
|
VP
– Seligman Global Technology Fund
|
Columbia
Variable Portfolio – U.S. Equities Fund
|
|
VP
– U.S. Equities Fund
|
Columbia
Variable Portfolio – U.S. Government Mortgage Fund
|
|
VP
– U.S. Government Mortgage Fund
|
Variable
Portfolio – Aggressive Portfolio
|
|
VP
– Aggressive Portfolio
|
Variable
Portfolio – American Century Diversified Bond Fund
|
|
VP
– American Century Diversified Bond Fund
|
Variable
Portfolio – BlackRock Global Inflation-Protected Securities Fund
|
|
VP
– BlackRock Global Inflation-Protected
Securities Fund
|
Variable
Portfolio – CenterSquare Real Estate Fund
|
|
VP
– CenterSquare Real Estate Fund
|
Variable
Portfolio – Columbia Wanger International Equities Fund
|
|
VP
– Columbia Wanger International Equities Fund
|
Variable
Portfolio – Conservative Portfolio
|
|
VP
– Conservative Portfolio
|
Variable
Portfolio – DFA International Value Fund
|
|
VP
– DFA International Value Fund
|
Variable
Portfolio – Eaton Vance Floating-Rate Income Fund
|
|
VP
– Eaton Vance Floating-Rate Income Fund
|
Variable
Portfolio – Jennison Mid Cap Growth Fund
|
|
VP
– Jennison Mid Cap Growth Fund
|
Variable
Portfolio – Loomis Sayles Growth Fund
|
|
VP
– Loomis Sayles Growth Fund
|
Variable
Portfolio – Los Angeles Large Cap Growth Fund
|
|
VP
– Los Angeles Large Cap Growth Fund
|
Variable
Portfolio – MFS
®
Blended Research
®
Core
Equity Fund
|
|
VP
– MFS Blended Research Core Equity Fund
|
Variable
Portfolio – MFS
®
Value Fund
|
|
VP
– MFS Value Fund
|
Variable
Portfolio – Moderate Portfolio
|
|
VP
– Moderate Portfolio
|
Variable
Portfolio – Moderately Aggressive Portfolio
|
|
VP
– Moderately Aggressive Portfolio
|
Variable
Portfolio – Moderately Conservative Portfolio
|
|
VP
– Moderately Conservative Portfolio
|
Variable
Portfolio – Morgan Stanley Advantage Fund
|
|
VP
– Morgan Stanley Advantage Fund
|
Variable
Portfolio – Oppenheimer International Growth Fund
|
|
VP
– Oppenheimer International Growth Fund
|
Variable
Portfolio – Partners Core Bond Fund
|
|
VP
– Partners Core Bond Fund
|
Variable
Portfolio – Partners Small Cap Growth Fund
|
|
VP
– Partners Small Cap Growth Fund
|
Variable
Portfolio – Partners Small Cap Value Fund
|
|
VP
– Partners Small Cap Value Fund
|
Statement
of Additional Information – May 1, 2017
|
6
|
Fund
Name:
|
|
Referred
to as:
|
Variable
Portfolio – Pyramis
®
International Equity Fund
|
|
VP
– Pyramis International Equity Fund
|
Variable
Portfolio – T. Rowe Price Large Cap Value Fund
|
|
VP
– T. Rowe Price Large Cap Value Fund
|
Variable
Portfolio – TCW Core Plus Bond Fund
|
|
VP
– TCW Core Plus Bond Fund
|
Variable
Portfolio – Victory Sycamore Established Value Fund
|
|
VP
– Victory Sycamore Established Value Fund
|
Variable
Portfolio – Wells Fargo Short Duration Government Fund
|
|
VP
– Wells Fargo Short Duration Government Fund
|
Statement
of Additional Information – May 1, 2017
|
7
|
ABOUT THE Trust
The Trust is an open-end management investment
company registered with the SEC under the 1940 Act with an address at 225 Franklin Street, Boston, Massachusetts 02110.
The Trust was organized as a Massachusetts business
trust on September 11, 2007. The Trust was formerly named RiverSource Variable Series Trust, and was renamed Columbia Funds Variable Series Trust II as of April 25, 2011. The offering of the shares is registered under the 1933 Act.
Each Fund has a fiscal year end of
December 31. Each Fund’s prospectus is dated May 1, 2017.
Fund
|
Date
Began Operations*
|
Diversified**
|
Fund
Investment Category***
|
VP
– Aggressive Portfolio
|
May
7, 2010
|
Yes
|
Fund-of-funds
– Equity
|
VP
– American Century Diversified Bond Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
VP
– Balanced Fund
|
April
30, 1986
|
Yes
|
Flexible
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
September
13, 2004
|
No
|
Fixed
Income
|
VP
– CenterSquare Real Estate Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Columbia Wanger International Equities Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Commodity Strategy Fund
|
April
30, 2013
|
Yes
|
Equity
|
VP
– Conservative Portfolio
|
May
7, 2010
|
Yes
|
Fund-of-funds
– Fixed Income
|
VP
– Core Equity Fund
|
September
10, 2004
|
Yes
|
Equity
|
VP
– DFA International Value Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Disciplined Core Fund
|
October
13, 1981
|
Yes
|
Equity
|
VP
– Dividend Opportunity Fund
|
September
15, 1999
|
Yes
|
Equity
|
VP
– Eaton Vance Floating-Rate Income Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
VP
– Emerging Markets Bond Fund
|
April
30, 2012
|
No
|
Fixed
Income
|
VP
– Emerging Markets Fund
|
May
1, 2000
|
Yes
|
Equity
|
VP
– Global Bond Fund
|
May
1, 1996
|
No
|
Fixed
Income
|
VP
– Government Money Market Fund
|
October
31, 1981
|
Yes
|
Money
Market
|
VP
– High Yield Bond Fund
|
May
1, 1996
|
Yes
|
Fixed
Income
|
VP
– Income Opportunities Fund
|
June
1, 2004
|
Yes
|
Fixed
Income
|
VP
– Intermediate Bond Fund
|
October
13, 1981
|
Yes
|
Fixed
Income
|
VP
– Jennison Mid Cap Growth Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Large Cap Growth Fund
|
September
15, 1999
|
Yes
|
Equity
|
VP
– Large Cap Index Fund
|
May
1, 2000
|
Yes
|
Equity
|
VP
– Limited Duration Credit Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
VP
– Loomis Sayles Growth Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– MV Moderate Growth Fund
|
April
19, 2012
|
Yes
|
Fund-of-funds
– Equity
|
VP
– MFS Blended Research Core Equity Fund
|
May
1, 2006
|
Yes
|
Equity
|
VP
– MFS Value Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Mid Cap Growth Fund
|
May
1, 2001
|
Yes
|
Equity
|
VP
– Mid Cap Value Fund
|
May
2, 2005
|
Yes
|
Equity
|
VP
– Moderate Portfolio
|
May
7, 2010
|
Yes
|
Fund-of-funds
– Equity
|
Statement
of Additional Information – May 1, 2017
|
8
|
Fund
|
Date
Began Operations*
|
Diversified**
|
Fund
Investment Category***
|
VP
– Moderately Aggressive Portfolio
|
May
7, 2010
|
Yes
|
Fund-of-funds
– Equity
|
VP
– Moderately Conservative Portfolio
|
May
7, 2010
|
Yes
|
Fund-of-funds
– Fixed Income
|
VP
– Morgan Stanley Advantage Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Oppenheimer International Growth Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Partners Core Bond Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
VP
– Partners Small Cap Growth Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Partners Small Cap Value Fund
|
August
14, 2001
|
Yes
|
Equity
|
VP
– Pyramis International Equity Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– Select International Equity Fund
|
January
13, 1992
|
Yes
|
Equity
|
VP
– Select Large-Cap Value Fund
|
February
4, 2004
|
Yes
|
Equity
|
VP
– Select Smaller-Cap Value Fund
|
September
15, 1999
|
Yes
|
Equity
|
VP
– Seligman Global Technology Fund
|
May
1, 1996
|
No
|
Equity
|
VP
– TCW Core Plus Bond Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
VP
– T. Rowe Price Large Cap Value Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– U.S. Equities Fund
|
May
7, 2010
|
Yes
|
Equity
|
VP
– U.S. Government Mortgage Fund
|
September
15, 1999
|
Yes
|
Fixed
Income
|
VP
– Victory Sycamore Established Value Fund
|
February
4, 2004
|
Yes
|
Equity
|
VP
– Wells Fargo Short Duration Government Fund
|
May
7, 2010
|
Yes
|
Fixed
Income
|
*
|
Certain Funds reorganized into
series of the Trust. The date of operations for these Funds represents the date on which the predecessor funds began operation.
|
**
|
A “diversified”
Fund may not, with respect to 75% of its total assets, invest more than 5% of its total assets in securities of any one issuer or purchase more than 10% of the outstanding voting securities of any one issuer, except obligations issued or guaranteed
by the U.S. Government, its agencies or instrumentalities and except securities of other investment companies. A “non-diversified” Fund may invest a greater percentage of its total assets in the securities of fewer issuers than a
“diversified” fund, which increases the risk that a change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a “diversified” fund holding a
greater number of investments. Accordingly, a “non-diversified” Fund’s value will likely be more volatile than the value of a more diversified fund.
|
***
|
The Fund Investment Category is
used as a convenient way to describe Funds in this SAI and should not be deemed a description of the Fund’s principal investment strategies, which are described in the Fund’s prospectus.
|
Name Changes.
The table below identifies the Funds whose names have changed in the past five years, the effective date of the name change and the former name.
Fund
|
Effective
Date of
Name Change
|
Previous
Fund Name
|
VP
– CenterSquare Real Estate Fund
|
June
1, 2016
|
Variable
Portfolio - Morgan Stanley Global Real Estate Fund
|
VP
– Disciplined Core Fund
|
May
1, 2016
August 28, 2012
|
Columbia
Variable Portfolio – Large Core Quantitative Fund
Columbia Variable Portfolio – Dynamic Equity Fund
|
VP
– Dividend Opportunity Fund
|
June
29, 2012
|
Columbia
Variable Portfolio – Diversified Equity Income Fund
|
VP
– Emerging Markets Fund
|
August
28, 2012
|
Columbia
Variable Portfolio – Emerging Markets Opportunity Fund
|
Statement
of Additional Information – May 1, 2017
|
9
|
Fund
|
Effective
Date of
Name Change
|
Previous
Fund Name
|
VP
– Government Money Market Fund
|
May
1, 2016
|
Columbia
Variable Portfolio – Cash Management Fund
|
VP
– Intermediate Bond Fund
|
May
1, 2015
|
Columbia
Variable Portfolio – Diversified Bond Fund
|
VP
– Large Cap Index Fund
|
May
1, 2015
|
Columbia
Variable Portfolio – S&P 500 Index Fund
|
VP
– Loomis Sayles Growth Fund
|
March
21, 2014
|
Variable
Portfolio – American Century Growth Fund
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
May
1, 2017
|
Variable
Portfolio – Nuveen Winslow Large Cap Growth Fund
|
VP
– MV Moderate Growth Fund
|
April
29, 2013
|
Columbia
Variable Portfolio – Managed Volatility Fund
|
VP
– MFS Blended Research Core Equity Fund
|
May
1, 2016
November 16, 2012
|
Variable
Portfolio – Sit Dividend Growth Fund
Variable Portfolio – Davis New York Venture Fund
|
VP
– Mid Cap Growth Fund
|
May
1, 2015
|
Columbia
Variable Portfolio – Mid Cap Growth Opportunity Fund
|
VP
– Mid Cap Value Fund
|
May
1, 2015
|
Columbia
Variable Portfolio – Mid Cap Value Opportunity Fund
|
VP
– Morgan Stanley Advantage Fund
|
May
1, 2016
March 25, 2013
|
Variable
Portfolio - Holland Large Cap Growth Fund
Variable Portfolio – Marsico Growth Fund
|
VP
– Oppenheimer International Growth Fund
|
May
1, 2016
|
Variable
Portfolio – Invesco International Growth Fund
|
VP
– Partners Core Bond Fund
|
May
1, 2017
|
Variable
Portfolio – J.P. Morgan Core Bond Fund
|
VP
– Select International Equity Fund
|
May
1, 2015
|
Columbia
Variable Portfolio – International Opportunity Fund
|
VP
– TCW Core Plus Bond Fund
|
March
21, 2014
|
Variable
Portfolio – PIMCO Mortgage-Backed Securities Fund
|
VP
– T. Rowe Price Large Cap Value Fund
|
November
14, 2016
|
Variable
Portfolio – NFJ Dividend Value Fund
|
VP
– U.S. Equities Fund
|
May
1, 2015
|
Variable
Portfolio – Columbia Wanger U.S. Equities Fund
|
VP
– U.S. Government Mortgage Fund
|
May
1, 2013
|
Columbia
Variable Portfolio – Short Duration U.S. Government Fund
|
VP
– Victory Sycamore Established Value Fund
|
May
1, 2016
November 16, 2012
|
Variable
Portfolio – Victory Established Value Fund
Variable Portfolio – Goldman Sachs Mid Cap Value Fund
|
Statement
of Additional Information – May 1, 2017
|
10
|
FUNDAMENTAL AND NON-FUNDAMENTAL
INVESTMENT POLICIES
The following
discussion of “fundamental” and “non-fundamental” investment policies and limitations for each Fund supplements the discussion of investment policies in the Funds' prospectuses. A fundamental policy may be changed only with
Board and shareholder approval. A non-fundamental policy may be changed only with Board approval and does not require shareholder approval.
Unless otherwise noted in a Fund’s prospectus
or this SAI, whenever an investment policy or limitation states a maximum percentage of a Fund’s assets that may be invested in any security or other asset, or sets forth a policy regarding an investment standard, compliance with such
percentage limitation or standard will be determined solely at the time of the Fund’s acquisition of such security or asset (Time of Purchase Standard). Thus, a Fund may continue to hold a security even though it causes the Fund to exceed a
percentage limitation because of fluctuation in the value of the Fund’s assets.
Notwithstanding any of a Fund’s other
investment policies, the Fund, subject to certain limitations, may invest its assets in another investment company. These underlying funds have adopted their own investment policies that may be more or less restrictive than those of the Fund. Unless
a Fund has a policy to consider the policies of underlying funds, the Fund may engage in investment strategies indirectly that would otherwise be prohibited under the Fund’s investment policies.
In adhering to the fundamental and non-fundamental
investment restrictions and policies applicable to VP – Commodity Strategy Fund, the Fund will, to the extent possible, treat any assets of its Subsidiary generally as if the assets were held directly by the Fund.
For all Funds except VP – MV Moderate Growth
Fund:
Notwithstanding any of a Fund’s other investment policies, the Fund may invest its assets in an open-end management investment company having substantially the same investment objectives, policies, and
restrictions as the Fund for the purpose of having those assets managed as part of a combined pool.
Notwithstanding the policies set
forth in this SAI for VP - Government Money Market Fund, the Fund will comply with the applicable provisions of Rule 2a-7 under the 1940 Act (Rule 2a-7).
Fundamental Policies
The table below shows Fund-specific policies that
may be changed only with a “vote of a majority of the outstanding voting securities” of the Fund, which means the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the Fund, or (2) 67% or more of the shares
present at a meeting if more than 50% of the outstanding shares are represented at the meeting in person or by proxy. The table indicates whether or not a fund has a policy on a particular topic. A dash indicates that the Fund does not have a
Fundamental policy on a particular topic. The specific policy is stated in the paragraphs that follow the table.
Fund
|
A
Buy or
sell real
estate
|
B
Buy or sell
commodities
|
C
Issuer Diversification
|
D
Lending
|
E
Act as an
underwriter
|
F
Borrow
money
|
G
Issue
Senior
Securities
|
H
Concentration
|
VP
– Aggressive Portfolio
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– American Century Diversified Bond Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Balanced Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
A1
|
B1
|
—
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– CenterSquare Real Estate Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H4
|
VP
– Columbia Wanger International Equities Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Commodity Strategy Fund
|
A1
|
B6
|
C3
|
D1
|
E1
|
F1
|
G1
|
H5
|
VP
– Conservative Portfolio
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Core Equity Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– DFA International Value Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Disciplined Core Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Dividend Opportunity Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Eaton Vance Floating-Rate Income Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Emerging Markets Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Emerging Markets Bond Fund
|
A1
|
B5
|
—
|
D1
|
E1
|
F1
|
G1
|
H3
|
Statement
of Additional Information – May 1, 2017
|
11
|
Fund
|
A
Buy or
sell real
estate
|
B
Buy or sell
commodities
|
C
Issuer Diversification
|
D
Lending
|
E
Act as an
underwriter
|
F
Borrow
money
|
G
Issue
Senior
Securities
|
H
Concentration
|
VP
– Global Bond Fund
|
A1
|
B1
|
C4
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Government Money Market Fund
|
A2
|
A2
|
C1
|
D1
|
E1
|
F1
|
G1
|
—
|
VP
– High Yield Bond Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Income Opportunities Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Intermediate Bond Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Jennison Mid Cap Growth Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Large Cap Growth Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Large Cap Index Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Limited Duration Credit Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Loomis Sayles Growth Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– MV Moderate Growth Fund
|
A1
|
B1
|
C3
|
D1
|
E1
|
F1
|
G1
|
H6
|
VP
– MFS Blended Research Core Equity Fund
|
A1
|
B2
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– MFS Value Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Mid Cap Growth Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Mid Cap Value Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Moderate Portfolio
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Moderately Aggressive Portfolio
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Moderately Conservative Portfolio
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Morgan Stanley Advantage Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Oppenheimer International Growth Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Partners Core Bond Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Partners Small Cap Growth Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Partners Small Cap Value Fund
|
A1
|
B2
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Pyramis International Equity Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Select International Equity Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Select Large-Cap Value Fund
|
A1
|
B2
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Select Smaller-Cap Value Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Seligman Global Technology Fund
|
A3
|
B3
|
—
|
D2
|
E2
|
F2
|
F2
|
H2
|
VP
– TCW Core Plus Bond Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– T. Rowe Price Large Cap Value Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– U.S. Equities Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– U.S. Government Mortgage Fund
|
A1
|
B1
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Victory Sycamore Established Value Fund
|
A1
|
B2
|
C1
|
D1
|
E1
|
F1
|
G1
|
H1
|
VP
– Wells Fargo Short Duration Government Fund
|
A1
|
B4
|
C3
|
D1
|
E1
|
F1
|
G1
|
H1
|
A.
|
Buy or sell real
estate
|
A1 –
|
The Fund will not
buy or sell real estate, unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the Fund from investing in securities or other instruments backed by real estate or securities of companies engaged
in the real estate business or real estate investment trusts. For purposes of this policy, real estate includes real estate limited partnerships.
|
A2
–
|
The
Fund will not buy or sell real estate, commodities or commodity contracts. For purposes of this policy, real estate includes real estate limited partnerships.
|
Statement
of Additional Information – May 1, 2017
|
12
|
A3 –
|
The Fund will not
purchase or hold any real estate, except the Fund may invest in securities secured by real estate or interests therein or issued by persons (including real estate investment trusts) which deal in real estate or interests therein.
|
B.
|
Buy or sell physical
commodities
|
B1 –
|
The Fund will not
buy or sell physical commodities unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the Fund from buying or selling options and futures contracts or from investing in securities or other
instruments backed by, or whose value is derived from, physical commodities.
|
B2 –
|
The Fund will not
buy or sell physical commodities unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the Fund from buying or selling options, futures contracts and foreign currency or from investing in
securities or other instruments backed by, or whose value is derived from, physical commodities.
|
B3 –
|
The Fund will not
purchase or sell commodities or commodity contracts, except to the extent permissible under applicable law and interpretations, as they may be amended from time to time.
|
B4 –
|
The Fund will not
buy or sell physical commodities unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the Fund from buying or selling options, futures contracts and foreign currency or from entering into forward
currency contracts or from investing in securities or other instruments backed by, or whose value is derived from, physical commodities.
|
B5 –
|
The Fund will not
buy or sell commodities unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the fund from transacting in derivative instruments relating to commodities, including but not limited to, buying or
selling options, swap contracts or futures contracts or from investing in securities or other instruments backed by, or whose value is derived from, commodities.
|
B6
–
|
The
Fund will not buy or sell commodities, except that the Fund may to the extent consistent with its investment objective(s), invest in securities of companies that purchase or sell commodities or which invest in such programs, and purchase and sell
options, forward contracts, futures contracts, and options on futures contracts and enter into swap contracts and other financial transactions relating to commodities. This restriction does not apply to foreign currency transactions including
without limitation forward currency contracts. This restriction also does not prevent the Fund from investing up to 25% of its total assets in one or more wholly-owned subsidiaries (as described further herein and referred to herein collectively as
the “Subsidiary”), thereby gaining exposure to the investment returns of commodities markets within the limitations of the federal tax requirements.*
|
*
|
For purposes of the fundamental
investment policy on buying and selling physical commodities above, at the time of the establishment of the restriction for certain Funds, swap contracts on financial instruments or rates were not within the understanding of the term
“commodities.” Notwithstanding any federal legislation or regulatory action by the CFTC that subjects such swaps to regulation by the CFTC, these Funds will not consider such instruments to be commodities for purposes of this
restriction.
|
C.
|
Issuer
Diversification*
|
C1 –
|
The Fund will not
purchase more than 10% of the outstanding voting securities of an issuer, except that up to 25% of the Fund’s assets may be invested without regard to this 10% limitation.
|
C2 –
|
The Fund will not
make any investment inconsistent with its classification as a diversified company under the 1940 Act.
|
C3 –
|
The Fund will not
purchase securities (except securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities) of any one issuer if, as a result, more than 5% of its total assets will be invested in the securities of such issuer or it would
own more than 10% of the voting securities of such issuer, except that: (a) up to 25% of its total assets may be invested without regard to these limitations and (b) a Fund’s assets may be invested in the securities of one or more management
investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder, or any applicable exemptive relief.
|
C4
–
|
The
Fund will not purchase more than 10% of the outstanding voting securities of an issuer, except that up to 25% of the Fund’s assets may be invested without regard to this 10% limitation. For tax-exempt Funds, for purposes of this policy, the
terms of a municipal security determine the issuer.
|
*
|
For purposes of applying the
limitation set forth in its issuer diversification policy above, a Fund does not consider futures or swaps central counterparties, where the Fund has exposure to such central counterparties in the course of making investments in futures and
securities, to be issuers.
|
Statement
of Additional Information – May 1, 2017
|
13
|
D1 –
|
The Fund will not
lend securities or participate in an interfund lending program if the total of all such loans would exceed 33
1
⁄
3
% of the Fund’s total assets, except this fundamental investment policy shall not prohibit the Fund from purchasing money market securities, loans, loan participation or other debt securities, or
from entering into repurchase agreements.
|
D2
–
|
The
Fund will not make loans, except as permitted by the 1940 Act or any rule thereunder, any SEC or SEC staff interpretations thereof or any exemptions therefrom which may be granted by the SEC.
|
E1 –
|
The Fund will not
act as an underwriter (sell securities for others). However, under the securities laws, the Fund may be deemed to be an underwriter when it purchases securities directly from the issuer and later resells them.
|
E2
–
|
The
Fund will not underwrite the securities of other issuers, except insofar as the Fund may be deemed an underwriter under the 1933 Act in disposing of a portfolio security or in connection with investments in other investment companies.
|
F1 –
|
The Fund will not
borrow money, except for temporary purposes (not for leveraging or investment) in an amount not exceeding 33
1
⁄
3
% of its total assets (including the amount borrowed) less liabilities (other than borrowings) immediately after the borrowings.
|
F2
–
|
The
Fund will not issue senior securities or borrow money, except as permitted by the 1940 Act or any rule thereunder, any SEC or SEC staff interpretations thereof or any exceptions therefrom which may be granted by the SEC. For borrowing, the 1940 Act
permits a fund to borrow up to 33
1
⁄
3
% of its total assets (including the amounts
borrowed) from banks, plus an additional 5% of its total assets for temporary purposes, which may be borrowed from banks or other sources.
|
G.
|
Issue senior
securities
|
G1 –
|
The Fund will not
issue senior securities, except as permitted under the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief.
|
H1 –
|
The Fund will not
concentrate in any one industry. According to the present interpretation by the SEC, this means that up to 25% of the Fund’s total assets, based on current market value at time of purchase, can be invested in any one industry.
|
H2 –
|
The Fund will,
under normal market conditions, invest at least 25% of the value of its total assets at the time of purchase in the securities of issuers conducting their principal business activities in the technology and related group of industries, provided
that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political subdivisions; and (ii) notwithstanding
this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and
any applicable exemptive relief.
|
H3 –
|
While the Fund may
invest 25% or more of its total assets in the securities of foreign governmental and corporate entities located in the same country, it will not invest 25% or more of its total assets in any single foreign governmental issuer.
|
H4 –
|
The Fund will not
invest more than 25% of the market value of its total assets in the securities of issuers in any particular industry, except the Fund will invest more than 25% of the value of its total assets in securities of issuers principally engaged in the real
estate industry and may invest without limit in securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities.
|
H5 –
|
The Fund will not
invest 25% or more of its total assets in securities of corporate issuers engaged in any one industry. The foregoing restriction does not apply to securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities, or
repurchase agreements secured by them. In addition, the foregoing restriction shall not apply to or limit the Fund’s counterparties in commodities-related transactions.
|
H6
–
|
The
Fund will not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same
industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political
|
Statement
of Additional Information – May 1, 2017
|
14
|
subdivisions; and (ii) notwithstanding this
limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable
exemptive relief.
*
|
For purposes of applying the
limitation set forth in its concentration policy, above, a Fund will generally use the industry classifications provided by the Global Industry Classification System (GICS) for classification of issuers of equity securities and the classifications
provided by the Barclays Capital Aggregate Bond Index for classification of issues of fixed-income securities. A Fund does not consider futures or swaps clearinghouses or securities clearinghouses, where the Fund has exposure to such clearinghouses
in the course of making investments in futures and securities, to be part of any industry.
|
In addition to the policies described above and any
fundamental policy described in the prospectus:
Additionally for VP- Government Money Market Fund, the
Fund will not:
■
|
Buy on margin or
sell short or deal in options to buy or sell securities.
|
■
|
Purchase common
stocks, preferred stocks, warrants, other equity securities, corporate bonds or debentures, state bonds, municipal bonds, or industrial revenue bonds.
|
■
|
Intentionally
invest more than 25% of the Fund’s assets taken at market value in any particular industry, except with respect to investing in U.S. government or agency securities and bank obligations. Investments are varied according to what is judged
advantageous under different economic conditions.
|
Additionally for VP-Seligman Global Technology, the
Fund will not:
■
|
Purchase
securities on margin except as permitted by the 1940 Act or any rule thereunder, any Securities and Exchange Commission (the “SEC”) or SEC staff interpretations thereof or any exemptions therefrom which may be granted by the SEC.
|
Non-fundamental Policies
The following non-fundamental policies may be changed by the Board
at any time and may be in addition to those described in the Funds' prospectus.
Investment in Illiquid Securities
No more than 5% of a money market Fund’s total assets will be
held in securities and other instruments that are illiquid. No more than 15% of the net assets of any other Fund will be held in securities and other instruments that are illiquid. “Illiquid Securities” are defined in accordance with the
SEC staff’s current guidance and interpretations which provide that an illiquid security is a security which may not be sold or disposed of in the ordinary course of business within seven days at approximately the value at which the Fund has
valued the security. Compliance with this limitation is not measured under the Time of Purchase Standard.
Investment in Other Investment Companies
The Funds may not purchase securities of other investment companies
except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief.
Investment in Foreign Securities
For all funds EXCEPT Fund-of-funds, VP – BlackRock Global
Inflation-Protected Securities Fund, VP – CenterSquare Real Estate Fund, VP – Columbia Wanger International Equities Fund, VP – Commodity Strategy Fund, VP – DFA International Value Fund, VP – Emerging Markets Bond
Fund, VP – Emerging Markets Fund, VP – Global Bond Fund, VP – Government Money Market Fund, VP – Large Cap Index Fund, VP – MV Moderate Growth Fund, VP – Oppenheimer International Growth Fund, VP – Pyramis
International Equity Fund and VP – Select International Equity Fund:
■
|
Up to 25% of the
Fund’s net assets may be invested in foreign investments.
|
For VP – Balanced Fund, VP
– Los Angeles Capital Large Cap Growth Fund, VP – Mid Cap Growth Fund and VP – U.S. Equities Fund:
■
|
Up to 20% of the
Fund’s net assets may be invested in foreign investments.
|
For VP - Morgan Stanley Advantage Fund:
■
|
Up to 15% of the
Fund’s net assets may be invested in foreign investments.
|
For VP – Government Money Market Fund:
■
|
The Fund will not
(subject to the succeeding sentence) purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business
activities in the same industry, provided that: (i) there is no limitation with respect to government securities, cash
|
Statement
of Additional Information – May 1, 2017
|
15
|
|
and/or repurchase
agreements collateralized solely by government securities or cash; and (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies to
the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. If, at a future date, the Fund ceases to be a government money market fund and becomes a money market fund that may invest significantly
in Rule 2a-7 eligible securities issued by non-government entities, the Fund may invest more than 25% of its total assets in money market instruments issued by U.S. banks or U.S. branches of foreign banks (subject to the applicable requirements of
Rule 2a-7) and U.S. Government securities.
|
For VP – Seligman Global Technology Fund:
■
|
The Fund will not
invest in oil, gas or other mineral exploration or development programs; provided, however, that this investment restriction shall not prohibit the fund from purchasing publicly-traded securities of companies engaging in whole or in part in such
activities.
|
■
|
The Fund will not
purchase securities from or sell securities to any of its officers or Trustees, except with respect to its own shares and as permissible under applicable statutes, rule ad regulations.
|
■
|
The Fund will not
invest more than 5% of the value of its net assets, valued at the lower of cost or market, in warrants, of which no more than 2% of net assets may be invested in warrants and rights not listed on the New York or American Stock Exchange. For this
purpose, warrants acquired by the fund in units or attached to securities may be deemed to have been purchased without cost.
|
Names Rule Policy
To the extent a Fund is subject to Rule 35d-1 under the 1940 Act
(the Names Rule), and does not otherwise have a fundamental policy in place to comply with the Names Rule, such Fund has adopted the following non-fundamental policy: Shareholders will receive at least 60 days’ notice of any change to the
Fund’s investment objective or principal investment strategies made in order to comply with the Names Rule. The notice will be provided in plain English in a separate written document, and will contain the following prominent statement or
similar statement in bold-face type: “Important Notice Regarding Change in Investment Policy.” This statement will appear on both the notice and the envelope in which it is delivered, unless it is delivered separately from other
communications to investors, in which case the statement will appear either on the notice or the envelope in which the notice is delivered. A Fund subject to a fundamental policy in place to comply with the Names Rule will disclose in the
More Information About the Fund
section of its prospectus that its 80% policy cannot be changed without shareholder approval.
Summary of 1940 Act Restrictions on Certain
Activities
Certain of the Fund’s fundamental and, if
any, non-fundamental policies set forth above prohibit transactions “except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief.” The following discussion summarizes the
flexibility that the Fund currently gains from these exceptions. To the extent the 1940 Act or the rules and regulations thereunder may, in the future, be amended to provide greater flexibility, or to the extent the SEC may in the future grant
exemptive relief providing greater flexibility, the Fund will be able to use that flexibility without seeking shareholder approval of its fundamental policies.
Borrowing money – The 1940 Act permits a Fund
to borrow up to 33
1
⁄
3
% of its total assets (including the amounts borrowed) from banks,
plus an additional 5% of its total assets for temporary purposes, which may be borrowed from banks or other sources. The exception in the fundamental policy allows the Funds to borrow money subject to these conditions. Compliance with this
limitation is not measured under the Time of Purchase Standard (meaning, a Fund may not exceed these thresholds including if, after borrowing, the Fund’s net assets decrease due to market fluctuations).
Investing in other investment
companies – The 1940 Act, in summary, provides that a fund generally may not: (i) purchase more than 3% of the outstanding voting stock of another investment company; (ii) purchase securities issued by another investment company in an amount
representing more than 5% of the investing fund’s total assets; or (iii) purchase securities issued by investment companies that in the aggregate represent more than 10% of the acquiring fund’s total assets (the “3, 5 and 10
Rule”). Affiliated funds-of-funds (i.e., those funds that invest in other funds within the same fund family), with respect to investments in such affiliated underlying funds, are not subject to the 3, 5 and 10 Rule and, therefore, may invest
in affiliated underlying funds without restriction. A fund-of-funds may also invest its assets in unaffiliated funds, but the fund-of-funds generally may not purchase more than 3% of the outstanding voting stock of any one unaffiliated fund.
Additionally, certain exceptions to these limitations apply to investments in money market open-end funds. If shares of the Fund are purchased by an affiliated fund beyond the 3, 5 and 10 Rule in reliance on Section 12(d)(1)(G) of the 1940 Act, for
so long as shares of the Fund are held by such other affiliated fund beyond the 3, 5 and 10 Rule, the Fund will not purchase securities of a registered open-end investment company or registered unit investment trust in reliance on Section
12(d)(1)(F) or Section 12(d)(1)(G) of the 1940 Act.
Statement
of Additional Information – May 1, 2017
|
16
|
Issuing senior securities –
A “senior security” is an obligation with respect to the earnings or assets of a company that takes precedence over the claims of that company’s common stock with respect to the same earnings or assets. The 1940 Act prohibits an
open-end fund from issuing senior securities other than certain borrowings from a bank, but SEC staff interpretations allow a Fund to engage in certain types of transactions that otherwise might raise senior security concerns (such as short sales,
buying and selling financial futures contracts and other derivative instruments and selling put and call options), provided that the Fund segregates or designates on the Fund’s books and records liquid assets, or, as permitted by SEC staff
interpretations, otherwise covers the transaction with offsetting portfolio securities, in amounts sufficient to offset any liability associated with the transaction. The exception in the fundamental policy allows the Fund to operate in reliance
upon these staff interpretations.
Making loans (Lending) – Under the 1940 Act,
an open-end fund may loan money or property to persons who do not control and are not under common control with the Fund, except that a Fund may make loans to a wholly-owned subsidiary. In addition, the SEC staff takes the position that a Fund may
not lend portfolio securities representing more than one-third of the Fund’s total value. A Fund must receive from the borrower collateral at least equal in value to the loaned securities, marked to market daily. The exception in the
fundamental policy allows the Fund to make loans to third parties, including loans of its portfolio securities, subject to these conditions.
Purchase of securities on margin – A purchase
on margin involves a loan from the broker-dealer arranging the transaction. The “margin” is the cash or securities that the buyer/borrower places with the broker-dealer as collateral against the loan. However, the purchase of securities
on margin is effectively prohibited by the 1940 Act because the Fund generally may borrow only from banks. Thus, under current law, this exception does not provide any additional flexibility to the Fund.
Statement
of Additional Information – May 1, 2017
|
17
|
ABOUT FUND INVESTMENTS
The Fund’s investment objective, principal
investment strategies and related principal risks are discussed in each Fund’s prospectus. The Fund’s prospectus identifies the types of securities in which the Fund invests principally and summarizes the principal risks to the
Fund’s portfolio as a whole associated with such investments. Unless otherwise indicated in the prospectus or this SAI, the investment objective and policies of a Fund may be changed without shareholder approval.
To the extent that a type of security identified in
the table below for a Fund is not described in the Fund’s prospectus (or as a sub-category of such security type in this SAI), the Fund generally invests in such security type, if at all, as part of its non-principal investment
strategies.
Information about individual
types of securities (including certain of their associated risks) in which some or all of the Funds may invest is set forth below. The Fund may invest in these types of securities, subject to its investment objective and fundamental and
non-fundamental investment policies. A Fund is not required to invest in any or all of the types of securities listed below.
Funds-of-funds invest in a combination of underlying
funds, although they may also invest directly in stocks, bonds and other securities. These underlying funds have their own investment strategies and types of investments they are allowed to engage in and purchase. Funds-of-funds may invest directly
or indirectly through investments in underlying funds, in securities and other instruments and may engage in the investment strategies indicated in the table below.
Certain Investment Activity Limits.
The overall investment and other activities of the Investment Manager and its affiliates may limit the investment opportunities for each Fund in certain markets, industries or transactions or in
individual issuers where limitations are imposed upon the aggregate amount of investment by the Funds and other accounts managed by the Investment Manager and accounts of its affiliates (collectively, affiliated investors). From time to time, each
Fund’s activities also may be restricted because of regulatory restrictions applicable to the Investment Manager and its affiliates and/or because of their internal policies. See
Investment Management and Other Services – Other
Roles and Relationships of Ameriprise Financial and its Affiliates – Certain Conflicts of Interest
.
Temporary Defensive Positions.
Each Fund may from time to time take temporary defensive investment positions that may be inconsistent with the Fund’s principal investment strategies in attempting to respond to adverse market,
economic, political, social or other conditions, including, without limitation investing some or all of its assets in money market instruments or shares of affiliated or unaffiliated money market funds or holding some or all of its assets in cash or
cash equivalents. The Fund may take such defensive investment positions for as long a period as deemed necessary.
Other Strategic and Investment
Measures.
A Fund may also from time to time take temporary portfolio positions that may or may not be consistent with the Fund’s principal investment
strategies in attempting to respond to adverse market, economic, political, social or other conditions, including, without limitation, investing in derivatives, such as forward
contracts,
futures contracts,
options,
structured investments and
swaps, for
various purposes, including among others, investing in particular derivatives in seeking to reduce investment exposure, or in seeking to achieve indirect investment exposure, to a sector, country,
region or currency where the Investment Manager (or Fund subadviser, if applicable) believes such defensive positioning is appropriate. Each Fund may do so without limit and for as long a period as
deemed necessary, when the Investment Manager or the Fund’s subadviser, if applicable: (i) believes that market conditions are not favorable for profitable investing or to avoid losses, (ii) is unable to locate favorable investment
opportunities; or (iii) determines that a temporary defensive position is advisable or necessary in order to meet anticipated redemption requests, or for other reasons. While the Fund is so positioned, derivatives could comprise a substantial
portion of the Fund’s investments and the Fund may not achieve its investment objective. Investing in this manner may adversely affect Fund performance. During these times, the portfolio managers may make frequent portfolio holding changes,
which could result in increased trading expenses and decreased Fund performance.
Types of Investments
A black circle indicates that the investment
strategy or type of investment generally is authorized for a category of Funds. Exceptions are noted following the table. See
About the Trust
for fund investment categories.
Type
of Investment
|
Equity
and
Flexible
|
Funds-of-Funds
– Equity and Fixed Income
|
Taxable
Fixed
Income
|
Money
Market
|
Asset-Backed
Securities
|
•
|
•
|
•
|
•
|
Bank
Obligations (Domestic and Foreign)
|
•
|
•
|
•
|
•
|
Collateralized
Bond Obligations
|
•
|
•
|
•
|
•
|
Commercial
Paper
|
•
|
•
|
•
|
•
|
Statement
of Additional Information – May 1, 2017
|
18
|
Type
of Investment
|
Equity
and
Flexible
|
Funds-of-Funds
– Equity and Fixed Income
|
Taxable
Fixed
Income
|
Money
Market
|
Common
Stock
|
•
|
•
|
•A
|
—
|
Convertible
Securities
|
•
|
•
|
•
|
—
|
Corporate
Debt Securities
|
•
|
•
|
•
|
•B
|
Custody
Receipts and Trust Certificates
|
•
|
•
|
•
|
•
|
Debt
Obligations
|
•
|
•
|
•
|
•
|
Depositary
Receipts
|
•
|
•
|
•C
|
—
|
Derivatives
|
•
|
•
|
•
|
—
|
Dollar
Rolls
|
•D
|
•
|
•
|
—
|
Exchange-Traded
Notes
|
•
|
•
|
•
|
—
|
Foreign
Currency Transactions
|
•
|
•
|
•
|
—
|
Foreign
Securities
|
•
|
•
|
•
|
•
|
Guaranteed
Investment Contracts (Funding Agreements)
|
•
|
•
|
•
|
•
|
High-Yield
Securities
|
•
|
•
|
•
|
—
|
Illiquid
Securities
|
•
|
•
|
•
|
•
|
Inflation-Protected
Securities
|
•
|
•
|
•
|
—
|
Initial
Public Offerings
|
•
|
•
|
•
|
•
|
Inverse
Floaters
|
•E
|
•
|
•
|
—
|
Investments
in Other Investment Companies (Including ETFs)
|
•
|
•
|
•
|
•
|
Listed
Private Equity Funds
|
•
|
•
|
•
|
—
|
Money
Market Instruments
|
•
|
•
|
•
|
•
|
Mortgage-Backed
Securities
|
•F
|
•
|
•
|
•
|
Municipal
Securities
|
•
|
•
|
•
|
•
|
Participation
Interests
|
•
|
•
|
•
|
—
|
Partnership
Securities
|
•
|
•
|
•
|
—
|
Preferred
Stock
|
•
|
•
|
•G
|
—
|
Private
Placement and Other Restricted Securities
|
•
|
•
|
•
|
•
|
Real
Estate Investment Trusts
|
•
|
•
|
•
|
—
|
Repurchase
Agreements
|
•
|
•
|
•
|
•
|
Reverse
Repurchase Agreements
|
•
|
•
|
•
|
•
|
Short
Sales
|
•H
|
•H
|
•H
|
—
|
Sovereign
Debt
|
•
|
•
|
•
|
•
|
Standby
Commitments
|
•
|
•
|
•
|
•
|
U.S.
Government and Related Obligations
|
•
|
•
|
•
|
•
|
Variable-
and Floating-Rate Obligations
|
•I
|
•
|
•
|
•J
|
Warrants
and Rights
|
•
|
•
|
•
|
—
|
A.
|
The following Fund is not
authorized to invest in Common Stock: VP - U.S. Government Mortgage Fund.
|
B.
|
While the Fund is prohibited
from investing in corporate bonds, it may invest in securities classified as corporate bonds if they meet the requirements of Rule 2a-7 of the 1940 Act.
|
C.
|
The following Fund is not
authorized to invest in Depository Receipts: VP - U.S. Government Mortgage Fund.
|
D.
|
The following Funds are
authorized to invest in Dollar Rolls: VP – Balanced Fund, VP – Commodity Strategy Fund, VP – Core Equity Fund and VP – Disciplined Core Fund.
|
E.
|
The following Funds are
authorized to invest in Inverse Floaters: VP – Balanced Fund, VP – Commodity Strategy Fund and VP - Disciplined Core Fund.
|
F.
|
The following Funds are not
authorized to invest in Mortgage-Backed Securities: VP – Large Cap Index Fund and VP - Select Smaller-Cap Value Fund.
|
G.
|
The following Fund is not
authorized to invest in Preferred Stock: VP - U.S. Government Mortgage Fund.
|
Statement
of Additional Information – May 1, 2017
|
19
|
H.
|
The Funds are not prohibited
from engaging in short sales, however, each Fund will seek Board approval prior to utilizing short sales as an active part of its investment strategy.
|
I.
|
The following Funds are
authorized to invest in Floating-Rate Loans: VP – Balanced and VP - Commodity Strategy Fund.
|
J.
|
The Fund is not authorized to
invest in floating rate loans. This restriction is not intended to prevent the Fund from investing in variable and floating rate instruments that are permissible investments for money market funds under Rule 2a-7.
|
Asset-Backed Securities
Asset-backed securities represent interests in, or debt instruments
that are backed by, pools of various types of assets that generate cash payments generally over fixed periods of time, such as, among others, motor vehicle installment sales, contracts, installment loan contracts, leases of various types of real and
personal property, and receivables from revolving (credit card) agreements. Such securities entitle the security holders to receive distributions (
i.e.
, principal and interest) that are tied to the payments
made by the borrower on the underlying assets (less fees paid to the originator, servicer, or other parties, and fees paid for credit enhancement), so that the payments made on the underlying assets effectively pass through to such security holders.
Asset-backed securities typically are created by an originator of loans or owner of accounts receivable that sells such underlying assets to a special purpose entity in a process called a securitization. The special purpose entity issues securities
that are backed by the payments on the underlying assets, and have a minimum denomination and specific term. Asset-backed securities may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon
securities and may be privately placed or publicly offered. Collateralized loan obligations (CLOs) are but one example of an asset-backed security. See
Types of Investments – Variable- and
Floating-Rate Obligations, – Debt Obligations – Zero-Coupon, Pay-in-Kind and Step-Coupon Securities
and
– Private Placement and Other Restricted Securities
for more
information.
Although one or more of the other
risks described in this SAI may also apply, the risks typically associated with asset-backed securities include: Credit Risk, Interest Rate Risk, Liquidity Risk and Prepayment and Extension Risk.
Bank Obligations (Domestic and Foreign)
Bank obligations include certificates of deposit, bankers’
acceptances, time deposits and promissory notes that earn a specified rate of return and may be issued by (i) a domestic branch of a domestic bank, (ii) a foreign branch of a domestic bank, (iii) a domestic branch of a foreign bank or (iv) a foreign
branch of a foreign bank. Bank obligations may be structured as fixed-, variable- or floating-rate obligations. See
Types of Investments – Variable- and Floating-Rate Obligations
for
more information.
Certificates of deposit, or
so-called CDs, typically are interest-bearing debt instruments issued by banks and have maturities ranging from a few weeks to several years. Yankee dollar certificates of deposit are negotiable CDs issued in the United States by branches and
agencies of foreign banks. Eurodollar certificates of deposit are CDs issued by foreign banks with interest and principal paid in U.S. dollars. Eurodollar and Yankee Dollar CDs typically have maturities of less than two years and have interest rates
that typically are pegged to the London Interbank Offered Rate or LIBOR. Bankers’ acceptances are time drafts drawn on and accepted by banks, are a customary means of effecting payment for merchandise sold in import-export transactions and are
a general source of financing. A time deposit can be either a savings account or CD that is an obligation of a financial institution for a fixed term. Typically, there are penalties for early withdrawals of time deposits. Promissory notes are
written commitments of the maker to pay the payee a specified sum of money either on demand or at a fixed or determinable future date, with or without interest.
Bank investment contracts are issued by banks.
Pursuant to such contracts, a Fund may make cash contributions to a deposit fund of a bank. The bank then credits to the Fund payments at floating or fixed interest rates. A Fund also may hold funds on deposit with its custodian for temporary
purposes.
Certain bank obligations, such as
some CDs, are insured by the FDIC up to certain specified limits. Many other bank obligations, however, are neither guaranteed nor insured by the FDIC or the U.S. Government. These bank obligations are “backed” only by the
creditworthiness of the issuing bank or parent financial institution. Domestic and foreign banks are subject to different governmental regulation. Accordingly, certain obligations of foreign banks, including Eurodollar and Yankee dollar obligations,
involve different and/or heightened investment risks than those affecting obligations of domestic banks, including, among others, the possibilities that: (i) their liquidity could be impaired because of political or economic developments; (ii) the
obligations may be less marketable than comparable obligations of domestic banks; (iii) a foreign jurisdiction might impose withholding and other taxes at high levels on interest income; (iv) foreign deposits may be seized or nationalized; (v)
foreign governmental restrictions such as exchange controls may be imposed, which could adversely affect the payment of principal and/or interest on those obligations; (vi) there may be less publicly available information concerning foreign banks
issuing the obligations; and (vii) the reserve requirements and accounting, auditing and financial reporting standards, practices and requirements applicable to foreign banks may differ (including, less stringent) from those applicable to domestic
banks. Foreign banks generally are not subject to examination by any U.S. Government agency or instrumentality. See
Types of Investments – Foreign Securities
.
Statement
of Additional Information – May 1, 2017
|
20
|
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with bank obligations include: Counterparty Risk, Credit Risk, Interest Rate Risk, Issuer Risk, Liquidity Risk, and Prepayment and Extension Risk.
Collateralized Bond Obligations
Collateralized bond obligations (CBOs) are investment grade bonds
backed by a pool of bonds, which may include junk bonds (which are considered speculative investments). CBOs are similar in concept to collateralized mortgage obligations (CMOs), but differ in that CBOs represent different degrees of credit quality
rather than different maturities. (See
Types of Investments – Mortgage-Backed Securities
and
– Asset-Backed Securities
.
) CBOs are often privately offered and sold, and thus not registered under the federal securities laws.
Underwriters of CBOs package a large and diversified
pool of high-risk, high-yield junk bonds, which is then structured into “tranches.” Typically, the first tranche represents a senior claim on collateral and pays the lowest interest rate; the second tranche is junior to the first tranche
and therefore subject to greater risk and pays a higher rate; the third tranche is junior to both the first and second tranche, represents the lowest credit quality and instead of receiving a fixed interest rate receives the residual interest
payments — money that is left over after the higher tranches have been paid. CBOs, like CMOs, are substantially overcollateralized and this, plus the diversification of the pool backing them, may earn certain of the tranches investment-grade
bond ratings. Holders of third-tranche CBOs stand to earn higher or lower yields depending on the rate of defaults in the collateral pool. See
Types of Investments – High-Yield
Securities
.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with CBOs include: Credit Risk, Interest Rate Risk, Liquidity Risk, High-Yield Securities Risk and Prepayment and Extension Risk.
Commercial Paper
Commercial paper is a short-term debt obligation, usually sold on a
discount basis, with a maturity ranging from 2 to 270 days issued by banks, corporations and other borrowers. It is sold to investors with temporary idle cash as a way to increase returns on a short-term basis. These instruments are generally
unsecured, which increases the credit risk associated with this type of investment. See
Types of Investments — Debt Obligations and — Illiquid Securities. See Appendix A for a discussion
of securities ratings.
Although one or
more of the other risks described in this SAI may also apply, the risks typically associated with commercial paper include: Credit Risk and Liquidity Risk.
Common Stock
Common stock represents a unit of equity ownership of a
corporation. Owners typically are entitled to vote on the selection of directors and other important corporate governance matters, and to receive dividend payments, if any, on their holdings. However, ownership of common stock does not entitle
owners to participate in the day-to-day operations of the corporation. Common stocks of domestic and foreign public corporations can be listed, and their shares traded, on domestic stock exchanges, such as the NYSE or the NASDAQ Stock Market.
Domestic and foreign corporations also may have their shares traded on foreign exchanges, such as the London Stock Exchange or Tokyo Stock Exchange. See
Types of Investments – Foreign
Securities
. Common stock may be privately placed or publicly offered. The price of common stock is generally determined by corporate earnings, type of products or services offered, projected growth rates, experience of management, liquidity,
and market conditions generally. In the event that a corporation declares bankruptcy or is liquidated, the claims of secured and unsecured creditors and owners of bonds and preferred stock take precedence over the claims of those who own common
stock. See
Types of Investments – Private Placement and Other Restricted Securities, – Preferred Stock
and
– Convertible
Securities
for more information.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with common stock include: Issuer Risk and Market Risk.
Convertible Securities
Convertible securities include bonds, debentures, notes, preferred
stocks or other securities that may be converted or exchanged (by the holder or by the issuer) into shares of the underlying common stock (or cash or securities of equivalent value) at a stated exchange ratio or predetermined price (the conversion
price). As such, convertible securities combine the investment characteristics of debt securities and equity securities. A holder of convertible securities is entitled to receive the income of a bond, debenture or note or the dividend of a preferred
stock until the conversion privilege is exercised. The market value of convertible securities generally is a function of, among other factors, interest rates, the rates of return of similar nonconvertible securities and the financial strength of the
issuer. The market value of convertible securities tends to decline as interest rates rise and, conversely, to rise as interest rates decline. However, a convertible security’s market value tends to reflect the market price of the common stock
of the issuing company when that stock price approaches or is greater than its conversion price. As the market price of the underlying common stock declines, the price of the convertible security tends to be influenced more by the rate of return of
the convertible security. Because both interest rate and common stock’s market movements can influence their
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value, convertible securities
generally are not as sensitive to changes in interest rates as similar non-convertible debt securities nor generally as sensitive to changes in share price as the underlying common stock. Convertible securities may be structured as fixed-, variable-
or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon securities and may be privately placed or publicly offered. See
Types of Investments — Variable- and Floating-Rate
Obligations, —Debt Obligations - Zero-Coupon, Pay-in-Kind and Step-Coupon Securities, — Common Stock, — Corporate Debt Securities and — Private Placement and Other Restricted Securities for more information.
Certain convertible securities may have a
mandatory conversion feature, pursuant to which the securities convert automatically into common stock or other equity securities (of the same or a different issuer) at a specified date and at a specified exchange ratio. Certain convertible
securities may be convertible at the option of the issuer, which may require a holder to convert the security into the underlying common stock, even at times when the value of the underlying common stock or other equity security has declined
substantially. In addition, some convertible securities may be rated below investment grade or may not be rated and, therefore, may be considered speculative investments. Companies that issue convertible securities frequently are small- and
mid-capitalization companies and, accordingly, carry the risks associated with such companies. In addition, the credit rating of a company’s convertible securities generally is lower than that of its conventional debt securities. Convertible
securities are senior to equity securities and have a claim to the assets of an issuer prior to the holders of the issuer’s common stock in the event of liquidation but generally are subordinate to similar non-convertible debt securities of
the same issuer. Some convertible securities are particularly sensitive to changes in interest rates when their predetermined conversion price is much higher than the price for the issuing company’s common stock.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with convertible securities include: Convertible Securities Risk, Interest Rate Risk, Issuer Risk, Market Risk, Prepayment and Extension Risk, and Reinvestment Risk.
Corporate Debt Securities
Corporate debt securities are long and short term fixed income
securities typically issued by businesses to finance their operations. Corporate debt securities are issued by public or private companies, as distinct from debt securities issued by a government or its agencies. The issuer of a corporate debt
security often has a contractual obligation to pay interest at a stated rate on specific dates and to repay principal periodically or on a specified maturity date. Corporate debt securities typically have four distinguishing features: (1) they are
taxable; (2) they have a par value of $1,000; (3) they have a term maturity, which means they come due at a specified time period; and (4) many are traded on major securities exchanges. Notes, bonds, debentures and commercial paper are the most
common types of corporate debt securities, with the primary difference being their interest rates, maturity dates and secured or unsecured status. Commercial paper has the shortest term and usually is unsecured, as are debentures. The broad category
of corporate debt securities includes debt issued by domestic or foreign companies of all kinds, including those with small-, mid- and large-capitalizations. The category also includes bank loans, as well as assignments, participations and other
interests in bank loans. Corporate debt securities may be rated investment grade or below investment grade and may be structured as fixed-, variable or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon securities and may be
privately placed or publicly offered. They may also be senior or subordinated obligations. See Appendix A for a discussion of securities ratings. See
Types of Investments — Variable- and
Floating-Rate Obligations, — Private Placement and Other Restricted Securities, — Debt Obligations, — Commercial Paper
and —
High-Yield Securities
for more
information.
Extendible commercial notes
(ECNs) are very similar to commercial paper except that, with ECNs, the issuer has the option to extend the notes’ maturity. ECNs are issued at a discount rate, with an initial redemption of not more than 90 days from the date of issue. If
ECNs are not redeemed by the issuer on the initial redemption date, the issuer will pay a premium (step-up) rate based on the ECN’s credit rating at the time.
Because of the wide range of types and maturities of
corporate debt securities, as well as the range of creditworthiness of issuers, corporate debt securities can have widely varying risk/return profiles. For example, commercial paper issued by a large established domestic corporation that is rated by
an NRSRO as investment grade may have a relatively modest return on principal but present relatively limited risk. On the other hand, a long-term corporate note issued, for example, by a small foreign corporation from an emerging market country that
has not been rated by an NRSRO may have the potential for relatively large returns on principal but carries a relatively high degree of risk.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with corporate debt securities include: Credit Risk, Interest Rate Risk, Issuer Risk, High-Yield Securities Risk, Prepayment and Extension Risk and Reinvestment Risk.
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Custody Receipts and Trust Certificates
Custody receipts and trust certificates are derivative products
that evidence direct ownership in a pool of securities. Typically, a sponsor will deposit a pool of securities with a custodian in exchange for custody receipts evidencing interests in those securities. The sponsor generally then will sell the
custody receipts or trust certificates in negotiated transactions at varying prices. Each custody receipt or trust certificate evidences the individual securities in the pool and the holder of a custody receipt or trust certificate generally will
have all the rights and privileges of owners of those securities.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with custody receipts and trust certificates include: Liquidity Risk and Counterparty Risk. In addition, custody receipts and trust certificates generally are subject to the same risks as the
securities evidenced by the receipts or certificates.
Debt Obligations
Many different types of debt obligations exist (for example, bills,
bonds, and notes). Issuers of debt obligations have a contractual obligation to pay interest at a fixed, variable or floating rate on specified dates and to repay principal by a specified maturity date. Certain debt obligations (usually intermediate
and long-term bonds) have provisions that allow the issuer to redeem or “call” a bond before its maturity. Issuers are most likely to call these securities during periods of falling interest rates. When this happens, an investor may have
to replace these securities with lower yielding securities, which could result in a lower return.
The market value of debt obligations is affected
primarily by changes in prevailing interest rates and the issuer’s perceived ability to repay the debt. The market value of a debt obligation generally reacts inversely to interest rate changes. When prevailing interest rates decline, the
market value of the bond usually rises, and when prevailing interest rates rise, the market value of the bond usually declines.
In general, the longer the maturity of a debt
obligation, the higher its yield and the greater the sensitivity to changes in interest rates. Conversely, the shorter the maturity, the lower the yield and the lower the sensitivity to changes in interest rates.
As noted, the values of debt
obligations also may be affected by changes in the credit rating or financial condition of their issuers. Generally, the lower the quality rating of a security, the higher the degree of risk as to the payment of interest and return of principal. To
compensate investors for taking on such increased risk, those issuers deemed to be less creditworthy generally must offer their investors higher interest rates than do issuers with better credit ratings. See
Types of Investments — Corporate Debt Securities, — High-Yield Securities
and
— Preferred Stock - Trust-Preferred
Securities
for information.
Event-Linked Instruments/Catastrophe Bonds.
A Fund may obtain event-linked exposure by investing in “event-linked bonds” or “event-linked swaps” or by implementing “event-linked strategies.” Event-linked
exposure results in gains or losses that typically are contingent on, or formulaically related to, defined trigger events. Examples of trigger events include hurricanes, earthquakes, weather-related phenomena or statistics relating to such events.
Some event-linked bonds are commonly referred to as “catastrophe bonds.” If a trigger event occurs, the principal amount of the bond is reduced (potentially to zero), and a Fund may lose all or a portion of its entire principal invested
in the bond or the entire notional amount on a swap.
Stripped Securities.
Stripped securities are the separate income or principal payments of a debt security and evidence ownership in either the future interest or principal payments on an instrument. There are many different
types and variations of stripped securities. For example, Separate Trading of Registered Interest and Principal Securities (STRIPS) can be component parts of a U.S. Treasury security where the principal and interest components are traded
independently through DTC, a clearing agency registered pursuant to Section 17A of the 1934 Act and created to hold securities for its participants, and to facilitate the clearance and settlement of securities transactions between participants
through electronic computerized book-entries, thereby eliminating the need for physical movement of certificates. Treasury Investor Growth Receipts (TIGERs) are U.S. Treasury securities stripped by brokers. Stripped mortgage-backed securities,
(SMBS) also can be issued by the U.S. Government or its agencies. Stripped securities may be structured as fixed-, variable- or floating-rate obligations.
SMBS usually are structured with two or more classes
that receive different proportions of the interest and principal distributions from a pool of mortgage-backed assets. Common types of SMBS will be structured so that one class receives some of the interest and most of the principal from the
mortgage-backed assets, while another class receives most of the interest and the remainder of the principal.
See
Types of Investments – Mortgage-Backed Securities, – Variable- and Floating-Rate Obligations
and
– U.S. Government and Related
Obligations
for more information.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with stripped securities include: Credit Risk, Interest Rate Risk, Liquidity Risk, Prepayment and Extension Risk and Stripped Securities Risk
When-Issued, Delayed Delivery and Forward Commitment
Transactions.
When-issued, delayed delivery and forward commitment transactions involve the purchase or sale of securities by a Fund, with payment and delivery taking place in the future after the
customary settlement period for that type of security. Normally, the settlement date occurs within 45 days of the
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purchase although in some cases settlement may take longer. The
investor does not pay for the securities or receive dividends or interest on them until the contractual settlement date. When engaging in when-issued, delayed delivery and forward commitment transactions, a Fund typically will designate liquid
assets in an amount equal to or greater than the purchase price. The payment obligation and, if applicable, the interest rate that will be received on the securities, are fixed at the time that a Fund agrees to purchase the securities. A Fund
generally will enter into when-issued, delayed delivery and forward commitment transactions only with the intention of completing such transactions.
However, a Fund’s portfolio manager may
determine not to complete a transaction if he or she deems it appropriate to close out the transaction prior to its completion. In such cases, a Fund may realize short-term gains or losses. See
Types
of Investments — Asset-Backed Securities
and
— Mortgage-Backed Securities
for more information.
To Be Announced Securities (“TBAs”).
As with other delayed delivery transactions, a seller agrees to issue a TBA security at a future date. However, the seller does not specify the particular securities to be delivered. Instead, the Fund
agrees to accept any security that meets specified terms. For example, in a TBA mortgage-backed security transaction, the Fund and the seller would agree upon the issuer, interest rate and terms of the underlying mortgages. The seller would not
identify the specific underlying mortgages until it issues the security. TBA mortgage-backed securities increase market risks because the underlying mortgages may be less favorable than anticipated by the Fund. See
Types of Investments
— Asset-Backed Securities
and
— Mortgage-Backed Securities
for more information.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with when-issued, delayed delivery and forward commitment transactions include: Counterparty Risk, Credit Risk and Market Risk.
Zero-Coupon, Pay-in-Kind and Step-Coupon Securities.
Zero-coupon, pay-in-kind and step-coupon securities are types of debt instruments that do not necessarily make payments of interest in fixed amounts or at fixed intervals. Asset-backed securities,
convertible securities, corporate debt securities, foreign securities, high-yield securities, mortgage-backed securities, municipal securities, participation interests, stripped securities, U.S. Government and related obligations and other types of
debt instruments may be structured as zero-coupon, pay-in-kind and step-coupon securities.
Zero-coupon securities do not pay interest on a
current basis but instead accrue interest over the life of the security. These securities include, among others, zero-coupon bonds, which either may be issued at a discount by a corporation or government entity or may be created by a brokerage firm
when it strips the coupons from a bond or note and then sells the bond or note and the coupon separately. This technique is used frequently with U.S. Treasury bonds, and zero-coupon securities are marketed under such names as CATS (Certificate of
Accrual on Treasury Securities), TIGERs or STRIPS. Zero-coupon bonds also are issued by municipalities. Buying a municipal zero-coupon bond frees its purchaser of the obligation to pay regular federal income tax on imputed interest, since the
interest is exempt for regular federal income tax purposes. Zero-coupon certificates of deposit and zero-coupon mortgages are generally structured in the same fashion as zero-coupon bonds; the certificate of deposit holder or mortgage holder
receives face value at maturity and no payments until then.
Pay-in-kind securities normally give the issuer an
option to pay cash at a coupon payment date or to give the holder of the security a similar security with the same coupon rate and a face value equal to the amount of the coupon payment that would have been made.
Step-coupon securities trade at a discount from
their face value and pay coupon interest that gradually increases over time. The coupon rate is paid according to a schedule for a series of periods, typically lower for an initial period and then increasing to a higher coupon rate thereafter. The
discount from the face amount or par value depends on the time remaining until cash payments begin, prevailing interest rates, liquidity of the security and the perceived credit quality of the issue.
Zero-coupon, pay-in-kind and
step-coupon securities holders generally have substantially all the rights and privileges of holders of the underlying coupon obligations or principal obligations. Holders of these securities typically have the right upon default on the underlying
coupon obligations or principal obligations to proceed directly and individually against the issuer and are not required to act in concert with other holders of such securities.
See Appendix A for a discussion of securities
ratings. See
Types of Investments — Asset-Backed Securities
and
— Mortgage-Backed Securities
for more information.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with zero-coupon, step-coupon, and pay-in-kind securities include: Credit Risk, Interest Rate Risk and Zero-Coupon Bonds Risk.
Determining Investment Grade for Purposes of
Investment Policies.
Unless otherwise stated in the Fund’s prospectus, when determining, under a Fund’s investment policies, whether a debt instrument is investment grade or below
investment grade for purposes of purchase by the Fund, the Fund will apply a particular credit quality rating methodology, as described within the
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Fund’s shareholder reports, when available. These
methodologies typically make use of credit quality ratings assigned by a third-party rating agency or agencies, when available. Credit quality ratings assigned by a rating agency are subjective opinions, not statements of fact, and are subject to
change, including daily. Credit quality ratings apply to the Fund’s debt instrument investments and not the Fund itself.
Ratings limitations under a Fund’s investment
policies are applied at the time of purchase by a Fund. Subsequent to purchase, a debt instrument may cease to be rated by a rating agency or its rating may be reduced by a rating agency(ies) below the minimum required for purchase by a Fund.
Neither event will require the sale of such debt instrument, but it may be a factor in considering whether to continue to hold the instrument. Unless otherwise stated in a Fund’s prospectus or in this SAI, a Fund may invest in debt instruments
that are not rated by a rating agency. When a debt instrument is not rated by a rating agency, the Investment Manager or, as applicable, a Fund subadviser determines, at the time of purchase, whether such debt instrument is of investment grade or
below investment grade (e.g., junk bond) quality. A Fund’s debt instrument holdings that are not rated by a rating agency are typically referred to as “Not Rated” within the Fund’s shareholder reports.
See Appendix A for a discussion of securities
ratings.
Although one or more of the other
risks described in this SAI may also apply, the risks typically associated with debt obligations include: Confidential Information Access Risk, Credit Risk, Highly Leveraged Transactions Risk, Impairment of Collateral Risk, Interest Rate Risk,
Issuer Risk, Liquidity Risk, Prepayment and Extension Risk and Reinvestment Risk.
Determining Average Maturity.
When determining the average maturity of a Fund's portfolio, the Fund may use the effective maturity of a portfolio security by, among other things, adjusting for interest rate reset dates, call dates
or “put” dates.
Depositary
Receipts
See
Types of Investments – Foreign Securities
below.
Derivatives
General
Derivatives are financial instruments whose values are based on (or
“derived” from) traditional securities (such as a stock or a bond), assets (such as a commodity, like gold), reference rates (such as LIBOR), market indices (such as the S& P 500
®
Index) or customized baskets of securities or instruments. Some forms of derivatives, such as exchange-traded futures and options on securities,
commodities, or indices, are traded on regulated exchanges. These types of derivatives are standardized contracts that can easily be bought and sold, and whose market values are determined and published daily. Non-standardized derivatives, on the
other hand, tend to be more specialized or complex, and may be harder to value. Many derivative instruments often require little or no initial payment and therefore often create inherent economic leverage. Derivatives, when used properly, can
enhance returns and be useful in hedging portfolios and managing risk. Some common types of derivatives include futures; options; options on futures; forward foreign currency exchange contracts; forward contracts on securities and securities
indices; linked securities and structured products; CMOs; swap agreements and swaptions.
A Fund may use derivatives for a variety of reasons,
including, for example: (i) to enhance its return; (ii) to attempt to protect against possible unfavorable changes in the market value of securities held in or to be purchased for its portfolio resulting from securities markets or currency exchange
rate fluctuations (
i.e.
, to hedge); (iii) to protect its unrealized gains reflected in the value of its portfolio securities; (iv) to facilitate the sale of such securities for investment purposes; (v) to
reduce transaction costs; (vi) to manage the effective maturity or duration of its portfolio; and/or (vii) to maintain cash reserves while remaining fully invested.
Certain Funds may employ portfolio
margining with respect to derivatives investments, which creates leverage in a Fund’s portfolio (subjecting the Fund to Leverage Risk). Portfolio margining is a methodology that computes margin requirements for an account based on the greatest
projected net loss of all positions in a product class or group, and uses computer modeling to perform risk analysis using multiple pricing scenarios. The pricing scenarios are designed to measure the theoretical loss of the positions, given changes
in the underlying price and implied volatility inputs to the model. Accordingly, the margin required is based on the greatest loss that would be incurred in a portfolio if the value of its components move up or down by a predetermined amount.
A Fund may use any or all of the above investment
techniques and may purchase different types of derivative instruments at any time and in any combination. The use of derivatives is a function of numerous variables, including market conditions. See also
Types of Investments — Warrants and Rights
and
— Debt Obligations - When Issued, Delayed Delivery and Forward Commitment
Transactions.
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Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with transactions in derivatives (including the derivatives instruments discussed below) include: Counterparty Risk, Credit Risk, Interest Rate Risk, Leverage Risk, Liquidity Risk, Market Risk,
Derivatives Risk, Derivatives Risk – Forward Contracts Risk, Derivatives Risk – Futures Contracts Risk, Derivatives Risk – Inverse Floaters Risk, Derivatives Risk – Options Risk, Derivatives Risk – Structured
Investments Risk and/or Derivatives Risk – Swaps Risk.
Structured Investments (Indexed or Linked
Securities)
General
.
Indexed or linked securities, also often referred to as “structured products,” are instruments that may have varying combinations of equity and debt characteristics. These instruments are
structured to recast the investment characteristics of the underlying security or reference asset. If the issuer is a unit investment trust or other special purpose vehicle, the structuring will typically involve the deposit with or purchase by such
issuer of specified instruments (such as commercial bank loans or securities) and/or the execution of various derivative transactions, and the issuance by that entity of one or more classes of securities (structured securities) backed by, or
representing interests in, the underlying instruments. The cash flow on the underlying instruments may be apportioned among the newly issued structured securities to create securities with different investment characteristics, such as varying
maturities, payment priorities and interest rate provisions, and the extent of such payments made with respect to structured securities is dependent on the extent of the cash flow on the underlying instruments.
Indexed and Inverse Floating Rate Securities.
A Fund may invest in securities that provide a potential return based on a particular index or interest rates. For example, a Fund may invest in debt securities that pay interest based on an index of
interest rates. The principal amount payable upon maturity of certain securities also may be based on the value of the index. To the extent a Fund invests in these types of securities, a Fund’s return on such securities will rise and fall with
the value of the particular index: that is, if the value of the index falls, the value of the indexed securities owned by a Fund will fall. Interest and principal payable on certain securities may also be based on relative changes among particular
indices.
A Fund may also invest in
so-called “inverse floaters” or “residual interest bonds” on which the interest rates vary inversely with a floating rate (which may be reset periodically by a dutch auction, a remarketing agent, or by reference to a
short-term tax-exempt interest rate index). A Fund may purchase synthetically-created inverse floating rate bonds evidenced by custodial or trust receipts. A trust funds the purchase of a bond by issuing two classes of certificates: short-term
floating rate notes (typically sold to third parties) and the inverse floaters (also known as residual certificates). No additional income beyond that provided by the trust’s underlying bond is created; rather, that income is merely divided-up
between the two classes of certificates. Generally, income on inverse floating rate bonds will decrease when interest rates increase, and will increase when interest rates decrease. Such securities can have the effect of providing a degree of
investment leverage, since they may increase or decrease in value in response to changes in market interest rates at a rate that is a multiple of the actual rate at which fixed-rate securities increase or decrease in response to such changes. As a
result, the market values of such securities will generally be more volatile than the market values of fixed-rate securities. To seek to limit the volatility of these securities, a Fund may purchase inverse floating obligations that have
shorter-term maturities or that contain limitations on the extent to which the interest rate may vary. Certain investments in such obligations may be illiquid. Furthermore, where such a security includes a contingent liability, in the event of an
adverse movement in the underlying index or interest rate, a Fund may be required to pay substantial additional margin to maintain the position.
Credit-Linked Securities.
Among the income-producing securities in which a Fund may invest are credit linked securities. The issuers of these securities frequently are limited purpose trusts or other special purpose vehicles
that, in turn, invest in a derivative instrument or basket of derivative instruments, such as credit default swaps, interest rate swaps and other securities, in order to provide exposure to certain fixed income markets. For instance, a Fund may
invest in credit-linked securities as a cash management tool in order to gain exposure to a certain market and/or to remain fully invested when more traditional income-producing securities are not available. Like an investment in a bond, investments
in these credit linked securities represent the right to receive periodic income payments (in the form of distributions) and payment of principal at the end of the term of the security. However, these payments are conditioned on or linked to the
issuer’s receipt of payments from, and the issuer’s potential obligations to, the counterparties to the derivative instruments and other securities in which the issuer invests. For instance, the issuer may sell one or more credit default
swaps, under which the issuer would receive a stream of payments over the term of the swap agreements provided that no event of default has occurred with respect to the referenced debt obligation upon which the swap is based. If a default occurs,
the stream of payments may stop and the issuer would be obligated to pay the counterparty the par (or other agreed upon value) of the referenced debt obligation. This, in turn, would reduce the amount of income and/or principal that a Fund would
receive. A Fund’s investments in these securities are indirectly subject to the risks associated with derivative instruments. These securities generally are exempt from registration under the 1933 Act. Accordingly, there may be no established
trading market for the securities and they may constitute illiquid investments.
Equity-Linked Notes.
An equity-linked note (ELN) is a debt instrument whose value is based on the value of a single equity security, basket of equity securities or an index of equity securities (each, an
Underlying Equity). An ELN typically provides interest income, thereby offering a yield advantage over investing directly in an Underlying Equity. The Fund may purchase
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ELNs that trade on a securities exchange or those that trade on the
over-the-counter markets, including Rule 144A securities. The Fund may also purchase ELNs in a privately negotiated transaction with the issuer of the ELNs (or its broker-dealer affiliate). The Fund may or may not hold an ELN until its
maturity.
Equity-linked securities also
include issues such as Structured Yield Product Exchangeable for Stock (STRYPES), Trust Automatic Common Exchange Securities (TRACES), Trust Issued Mandatory Exchange Securities (TIMES) and Trust Enhanced Dividend Securities (TRENDS). The issuers of
these equity-linked securities generally purchase and hold a portfolio of stripped U.S. Treasury securities maturing on a quarterly basis through the conversion date, and a forward purchase contract with an existing shareholder of the company
relating to the common stock. Quarterly distributions on such equity-linked securities generally consist of the cash received from the U.S. Treasury securities and such equity-linked securities generally are not entitled to any dividends that may be
declared on the common stock.
ELNs also
include participation notes issued by a bank or broker-dealer that entitles the Fund to a return measured by the change in value of an Underlying Equity. Participation notes are typically used when a direct investment in the Underlying Equity is
restricted due to country-specific regulations. Investment in a participation note is not the same as investment in the constituent shares of the company (or other issuer type) to which the Underlying Equity is economically tied. A participation
note represents only an obligation of the company or other issuer type to provide the Fund the economic performance equivalent to holding shares of the Underlying Equity. A participation note does not provide any beneficial or equitable entitlement
or interest in the relevant Underlying Equity. In other words, shares of the Underlying Equity are not in any way owned by the Fund.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with equity-linked notes include: Counterparty Risk, Credit Risk, Liquidity Risk and Market Risk
Index-, Commodity- and Currency-Linked Securities.
“Index-linked” or “commodity-linked” notes are debt securities of companies that call for interest payments and/or payment at maturity in different terms than the typical note
where the borrower agrees to make fixed interest payments and to pay a fixed sum at maturity. Principal and/or interest payments on an index-linked or commodity-linked note depend on the performance of one or more market indices, such as the S&P
500
®
Index, a weighted index of commodity futures such as crude oil, gasoline and natural gas or the market prices of a particular commodity or
basket of commodities or securities. Currency-linked debt securities are short-term or intermediate-term instruments having a value at maturity, and/or an interest rate, determined by reference to one or more foreign currencies. Payment of principal
or periodic interest may be calculated as a multiple of the movement of one currency against another currency, or against an index.
Index-, commodity- and currency-linked securities
may entail substantial risks. Such instruments may be subject to significant price volatility. The company issuing the instrument may fail to pay the amount due on maturity. The underlying investment may not perform as expected by a Fund’s
portfolio manager. Markets and underlying investments and indexes may move in a direction that was not anticipated by a Fund’s portfolio manager. Performance of the derivatives may be influenced by interest rate and other market changes in the
United States and abroad, and certain derivative instruments may be illiquid.
Linked securities are often issued by unit
investment trusts. Examples of this include such index-linked securities as S&P Depositary Receipts (SPDRs), which is an interest in a unit investment trust holding a portfolio of securities linked to the S&P 500
®
Index, and a type of exchange-traded fund (ETF). Because a unit investment trust is an investment company under the 1940 Act, a Fund’s
investments in SPDRs are subject to the limitations set forth in Section 12(d)(1)(A) of the 1940 Act, although the SEC has issued exemptive relief permitting investment companies such as the Funds to invest beyond the limits of Section 12(d)(1)(A)
subject to certain conditions. SPDRs generally closely track the underlying portfolio of securities, trade like a share of common stock and pay periodic dividends proportionate to those paid by the portfolio of stocks that comprise the S&P 500
®
Index. As a holder of interests in a unit investment trust, a Fund would indirectly bear its ratable share of that unit investment trust’s
expenses. At the same time, a Fund would continue to pay its own management and advisory fees and other expenses, as a result of which a Fund and its shareholders in effect would be absorbing levels of fees with respect to investments in such unit
investment trusts.
Because linked securities
typically involve no credit enhancement, their credit risk generally will be equivalent to that of the underlying instruments. Investments in structured products may be structured as a class that is either subordinated or unsubordinated to the right
of payment of another class. Subordinated linked securities typically have higher rates of return and present greater risks than unsubordinated structured products. Structured products sometimes are sold in private placement transactions and often
have a limited trading market.
Investments in
linked securities have the potential to lead to significant losses because of unexpected movements in the underlying financial asset, index, currency or other investment. The ability of a Fund to utilize linked securities successfully will depend on
its ability correctly to predict pertinent market movements, which cannot be assured. Because currency-linked securities usually relate to foreign currencies, some of which may be currencies from emerging market countries, there are certain
additional risks associated with such investments.
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Futures Contracts and Options on Futures
Contracts
Futures Contracts.
A futures contract sale creates an obligation by the seller to deliver the type of security or other asset called for in the contract at a specified delivery time for a stated price. A futures contract
purchase creates an obligation by the purchaser to take delivery of the type of security or other asset called for in the contract at a specified delivery time for a stated price. The specific security or other asset delivered or taken at the
settlement date is not determined until on or near that date. The determination is made in accordance with the rules of the exchange on which the futures contract was made. A Fund may enter into futures contracts which are traded on national or
foreign futures exchanges and are standardized as to maturity date and underlying security or other asset. Futures exchanges and trading in the United States are regulated under the CEA by the CFTC, a U.S. Government agency. See
CFTC
Regulation
below for information on CFTC regulation.
Traders in futures contracts may be broadly
classified as either “hedgers” or “speculators.” Hedgers use the futures markets primarily to offset unfavorable changes (anticipated or potential) in the value of securities or other assets currently owned or expected to be
acquired by them. Speculators less often own the securities or other assets underlying the futures contracts which they trade, and generally use futures contracts with the expectation of realizing profits from fluctuations in the value of the
underlying securities or other assets.
Upon
entering into futures contracts, in compliance with regulatory requirements, cash or liquid securities, at least equal in value to the amount of a Fund’s obligation under the contract (less any applicable margin deposits and any assets that
constitute “cover” for such obligation), will be designated in a Fund’s books and records.
Unlike when a Fund purchases or sells a security, no
price is paid or received by a Fund upon the purchase or sale of a futures contract, although a Fund is required to deposit with its custodian in a segregated account in the name of the futures broker an amount of cash and/or U.S. Government
securities in order to initiate and maintain open positions in futures contracts. This amount is known as “initial margin.” The nature of initial margin in futures transactions is different from that of margin in security transactions,
in that futures contract margin does not involve the borrowing of funds by a Fund to finance the transactions. Rather, initial margin is in the nature of a performance bond or good faith deposit intended to assure completion of the contract
(delivery or acceptance of the underlying security or other asset) that is returned to a Fund upon termination of the futures contract, assuming all contractual obligations have been satisfied. Minimum initial margin requirements are established by
the relevant futures exchange and may be changed. Brokers may establish deposit requirements which are higher than the exchange minimums. Futures contracts are customarily purchased and sold on margin which may range upward from less than 5% of the
value of the contract being traded. Subsequent payments, called “variation margin,” to and from the broker (or the custodian) are made on a daily basis as the price of the underlying security or other asset fluctuates, a process known as
“marking to market.” If the futures contract price changes to the extent that the margin on deposit does not satisfy margin requirements, payment of additional variation margin will be required. Conversely, a change in the contract value
may reduce the required margin, resulting in a repayment of excess margin to the contract holder. Variation margin payments are made for as long as the contract remains open. A Fund expects to earn interest income on its margin deposits.
Although futures contracts by their terms call for
actual delivery or acceptance of securities or other assets (stock index futures contracts or futures contracts that reference other intangible assets do not permit delivery of the referenced assets), the contracts usually are closed out before the
settlement date without the making or taking of delivery. A Fund may elect to close some or all of its futures positions at any time prior to their expiration. The purpose of taking such action would be to reduce or eliminate the position then
currently held by a Fund. Closing out an open futures position is done by taking an opposite position (“buying” a contract which has previously been “sold,” “selling” a contract previously “purchased”)
in an identical contract (
i.e.
, the same aggregate amount of the specific type of security or other asset with the same delivery date) to terminate the position. Final determinations are made as to whether the
price of the initial sale of the futures contract exceeds or is below the price of the offsetting purchase, or whether the purchase price exceeds or is below the offsetting sale price. Final determinations of variation margin are then made,
additional cash is required to be paid by or released to a Fund, and a Fund realizes a loss or a gain. Brokerage commissions are incurred when a futures contract is bought or sold.
Successful use of futures contracts by a Fund is
subject to its portfolio manager’s ability to predict correctly movements in the direction of interest rates and other factors affecting securities and commodities markets. This requires different skills and techniques than those required to
predict changes in the prices of individual securities. A Fund, therefore, bears the risk that future market trends will be incorrectly predicted.
The risk of loss in trading futures contracts in
some strategies can be substantial, due both to the relatively low margin deposits required and the potential for an extremely high degree of leverage involved in futures contracts. As a result, a relatively small price movement in a futures
contract may result in an immediate and substantial loss to the investor. For example, if at the time of purchase, 10% of the value of the futures contract is deposited as margin, a subsequent 10% decrease in the value of the
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futures contract would result in a total loss of the margin
deposit, before any deduction for the transaction costs, if the account were then closed out. A 15% decrease would result in a loss equal to 150% of the original margin deposit if the contract were closed out. Thus, a purchase or sale of a futures
contract may result in losses in excess of the amount posted as initial margin for the contract.
In the event of adverse price movements, a Fund
would continue to be required to make daily cash payments in order to maintain its required margin. In such a situation, if a Fund has insufficient cash, it may have to sell portfolio securities in order to meet daily margin requirements at a time
when it may be disadvantageous to do so. The inability to close the futures position also could have an adverse impact on the ability to hedge effectively.
To reduce or eliminate a hedge position held by a
Fund, a Fund may seek to close out a position. The ability to establish and close out positions will be subject to the development and maintenance of a liquid secondary market. It is not certain that this market will develop or continue to exist for
a particular futures contract, which may limit a Fund’s ability to realize its profits or limit its losses. Reasons for the absence of a liquid secondary market on an exchange include the following: (i) there may be insufficient trading
interest in certain contracts; (ii) restrictions may be imposed by an exchange on opening transactions, closing transactions or both; (iii) trading halts, suspensions or other restrictions may be imposed with respect to particular classes or series
of contracts, or underlying securities; (iv) unusual or unforeseen circumstances, such as volume in excess of trading or clearing capability, may interrupt normal operations on an exchange; (v) the facilities of an exchange or a clearing corporation
may not at all times be adequate to handle current trading volume; or (vi) one or more exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the trading of contracts (or a particular class or
series of contracts), in which event the secondary market on that exchange (or in the class or series of contracts) would cease to exist, although outstanding contracts on the exchange that had been issued by a clearing corporation as a result of
trades on that exchange would continue to be exercisable in accordance with their terms.
Interest Rate Futures Contracts.
Bond prices are established in both the cash market and the futures market. In the cash market, bonds are purchased and sold with payment for the full purchase price of the bond being made in cash,
generally within five business days after the trade. In the futures market, a contract is made to purchase or sell a bond in the future for a set price on a certain date. Historically, the prices for bonds established in the futures markets have
tended to move generally in the aggregate in concert with the cash market prices and have maintained fairly predictable relationships. Accordingly, a Fund may use interest rate futures contracts as a defense, or hedge, against anticipated interest
rate changes. A Fund presently could accomplish a similar result to that which it hopes to achieve through the use of interest rate futures contracts by selling bonds with long maturities and investing in bonds with short maturities when interest
rates are expected to increase, or conversely, selling bonds with short maturities and investing in bonds with long maturities when interest rates are expected to decline. However, because of the liquidity that is often available in the futures
market, the protection is more likely to be achieved, perhaps at a lower cost and without changing the rate of interest being earned by a Fund, through using futures contracts.
Interest rate futures contracts are traded in an
auction environment on the floors of several exchanges — principally, the Chicago Board of Trade, the Chicago Mercantile Exchange and the New York Futures Exchange. Each exchange guarantees performance under contract provisions through a
clearing corporation, a nonprofit organization managed by the exchange membership. A public market exists in futures contracts covering various financial instruments including long-term U.S. Treasury Bonds and Notes; GNMA modified pass-through
mortgage backed securities; three-month U.S. Treasury Bills; and ninety-day commercial paper. A Fund may also invest in exchange-traded Eurodollar contracts, which are interest rate futures on the forward level of LIBOR. These contracts are
generally considered liquid securities and trade on the Chicago Mercantile Exchange. Such Eurodollar contracts are generally used to “lock-in” or hedge the future level of short-term rates. A Fund may trade in any interest rate futures
contracts for which there exists a public market, including, without limitation, the foregoing instruments.
Index Futures Contracts.
An index futures contract is a contract to buy or sell units of an index at a specified future date at a price agreed upon when the contract is made. Entering into a contract to buy units of an index
is commonly referred to as buying or purchasing a contract or holding a long position in the index. Entering into a contract to sell units of an index is commonly referred to as selling a contract or holding a short position in the index. A unit is
the current value of the index. A Fund may enter into stock index futures contracts, debt index futures contracts, or other index futures contracts appropriate to its objective(s).
Municipal Bond Index Futures Contracts.
Municipal bond index futures contracts may act as a hedge against changes in market conditions. A municipal bond index assigns values daily to the municipal bonds included in the index based on the
independent assessment of dealer-to-dealer municipal bond brokers. A municipal bond index futures contract represents a firm commitment by which two parties agree to take or make delivery of an amount equal to a specified dollar amount multiplied by
the difference between the municipal bond index value on the last trading date of the contract and the price at which the futures contract is originally struck. No physical delivery of the underlying securities in the index is made.
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Commodity-Linked Futures Contracts.
Commodity-linked futures contracts are traded on futures exchanges. These futures exchanges offer a central marketplace in which to transact in futures contracts, a clearing corporation to process
trades, and standardization of expiration dates and contract sizes. Futures markets also specify the terms and conditions of delivery as well as the maximum permissible price movement during a trading session. Additionally, the commodity futures
exchanges may have position limit rules that limit the amount of futures contracts that any one party may hold in a particular commodity at any point in time. These position limit rules are designed to prevent any one participant from controlling a
significant portion of the market.
Commodity-linked futures contracts are generally
based upon commodities within six main commodity groups: (1) energy, which includes, among others, crude oil, brent crude oil, gas oil, natural gas, gasoline and heating oil; (2) livestock, which includes, among others, feeder cattle, live cattle
and hogs; (3) agriculture, which includes, among others, wheat (Kansas wheat and Chicago wheat), corn and soybeans; (4) industrial metals, which includes, among others, aluminum, copper, lead, nickel and zinc; (5) precious metals, which includes,
among others, gold and silver; and (6) softs, which includes cotton, coffee, sugar and cocoa. A Fund may purchase commodity futures contracts, swaps on commodity futures contracts, options on futures contracts and options and futures on commodity
indices with respect to these six main commodity groups and the individual commodities within each group, as well as other types of commodities.
The price of a commodity futures contract will
reflect the storage costs of purchasing the physical commodity. These storage costs include the time value of money invested in the physical commodity plus the actual costs of storing the commodity less any benefits from ownership of the physical
commodity that are not obtained by the holder of a futures contract (this is sometimes referred to as the “convenience yield”). To the extent that these storage costs change for an underlying commodity while a Fund is long futures
contracts on that commodity, the value of the futures contract may change proportionately.
In the commodity futures markets, if producers of
the underlying commodity wish to hedge the price risk of selling the commodity, they will sell futures contracts today to lock in the price of the commodity at delivery tomorrow. In order to induce speculators to take the corresponding long side of
the same futures contract, the commodity producer must be willing to sell the futures contract at a price that is below the expected future spot price. Conversely, if the predominant hedgers in the futures market are the purchasers of the underlying
commodity who purchase futures contracts to hedge against a rise in prices, then speculators will only take the short side of the futures contract if the futures price is greater than the expected future spot price of the commodity.
The changing nature of the hedgers and speculators
in the commodity markets will influence whether futures contract prices are above or below the expected future spot price. This can have significant implications for a Fund when it is time to replace an existing contract with a new contract. If the
nature of hedgers and speculators in futures markets has shifted such that commodity purchasers are the predominant hedgers in the market, a Fund might open the new futures position at a higher price or choose other related commodity-linked
investments.
The values of commodities which
underlie commodity futures contracts are subject to additional variables which may be less significant to the values of traditional securities such as stocks and bonds. Variables such as drought, floods, weather, livestock disease, embargoes and
tariffs may have a larger impact on commodity prices and commodity-linked investments, including futures contracts, commodity-linked structured notes, commodity-linked options and commodity-linked swaps, than on traditional securities. These
additional variables may create additional investment risks which subject a Fund’s commodity-linked investments to greater volatility than investments in traditional securities.
Options on Futures Contracts.
A Fund may purchase and write call and put options on those futures contracts that it is permitted to buy or sell. A Fund may use such options on futures contracts in lieu of writing options directly
on the underlying securities or other assets or purchasing and selling the underlying futures contracts. Such options generally operate in the same manner as options purchased or written directly on the underlying investments. A futures option gives
the holder, in return for the premium paid, the right, but not the obligation, to buy from (call) or sell to (put) the writer of the option a futures contract at a specified price at any time during the period of the option. Upon exercise, the
writer of the option is obligated to pay the difference between the cash value of the futures contract and the exercise price. Like the buyer or seller of a futures contract, the holder or writer of an option has the right to terminate its position
prior to the scheduled expiration of the option by selling or purchasing an option of the same series, at which time the person entering into the closing purchase transaction will realize a gain or loss. There is no guarantee that such closing
purchase transactions can be effected.
A Fund will enter into written options on futures
contracts only when, in compliance with regulatory requirements, it has designated cash or liquid securities at least equal in value to the underlying security’s or other asset’s value (less any applicable margin deposits). A Fund will
be required to deposit initial margin and maintenance margin with respect to put and call options on futures contracts written by it pursuant to brokers’ requirements similar to those described above.
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Options on Index Futures Contracts.
A Fund may also purchase and sell options on index futures contracts. Options on index futures give the purchaser the right, in return for the premium paid, to assume a position in an index futures
contract (a long position if the option is a call and a short position if the option is a put), at a specified exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the futures position by the
writer of the option to the holder of the option will be accompanied by delivery of the accumulated balance in the writer’s futures margin account, which represents the amount by which the market price of the index futures contract, at
exercise, exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the option on the index future. If an option is exercised on the last trading day prior to the expiration date of the option, the settlement will
be made entirely in cash equal to the difference between the exercise price of the option and the closing level of the index on which the future is based on the expiration date. Purchasers of options who fail to exercise their options prior to the
exercise date suffer a loss of the premium paid.
Eurodollar and Yankee Dollar Futures Contracts and
Options Thereon.
Eurodollar futures contracts enable purchasers to obtain a fixed rate for the lending of funds and sellers to obtain a fixed rate for borrowings. A Fund may use Eurodollar futures
contracts and options thereon to hedge against changes in the LIBOR, to which many interest rate swaps and fixed income instruments are linked.
Options
Options on Stocks, Stock Indices and Other Indices.
A Fund may purchase and write (
i.e.
, sell) put and call options. Such options may relate to
particular stocks or stock indices, and may or may not be listed on a domestic or foreign securities exchange and may or may not be issued by the Options Clearing Corporation (OCC). Stock index options are put options and call options on various
stock indices. In most respects, they are identical to listed options on common stocks.
There is a key difference between stock options and
index options in connection with their exercise. In the case of stock options, the underlying security, common stock, is delivered. However, upon the exercise of an index option, settlement does not occur by delivery of the securities comprising the
index. The option holder who exercises the index option receives an amount of cash if the closing level of the stock index upon which the option is based is greater than (in the case of a call) or less than (in the case of a put) the exercise price
of the option. This amount of cash is equal to the difference between the closing price of the stock index and the exercise price of the option expressed in dollars times a specified multiple. A stock index fluctuates with changes in the market
value of the securities included in the index. For example, some stock index options are based on a broad market index, such as the S&P 500
®
Index or a narrower market index, such as the S&P 100
®
Index. Indices may also be based on an industry or market segment.
A Fund may, for the purpose of hedging its
portfolio, subject to applicable securities regulations, purchase and write put and call options on foreign stock indices listed on foreign and domestic stock exchanges.
As an alternative to purchasing call and put options
on index futures, a Fund may purchase call and put options on the underlying indices themselves. Such options could be used in a manner identical to the use of options on index futures. Options involving securities indices provide the holder with
the right to make or receive a cash settlement upon exercise of the option based on movements in the relevant index. Such options must be listed on a national securities exchange and issued by the OCC. Such options may relate to particular
securities or to various stock indices, except that a Fund may not write covered options on an index.
Writing Covered Options.
A Fund may write covered call options and covered put options on securities held in its portfolio. Call options written by a Fund give the purchaser the right to buy the underlying securities from a
Fund at the stated exercise price at any time prior to the expiration date of the option, regardless of the security’s market price; put options give the purchaser the right to sell the underlying securities to a Fund at the stated exercise
price at any time prior to the expiration date of the option, regardless of the security’s market price.
A Fund may write covered options, which means that,
so long as a Fund is obligated as the writer of a call option, it will own the underlying securities subject to the option (or comparable securities satisfying the cover requirements of securities exchanges). In the case of put options, a Fund will
hold liquid assets equal to the price to be paid if the option is exercised. In addition, a Fund will be considered to have covered a put or call option if and to the extent that it holds an option that offsets some or all of the risk of the option
it has written. A Fund may write combinations of covered puts and calls (straddles) on the same underlying security.
A Fund will receive a premium from writing a put or
call option, which increases a Fund’s return on the underlying security if the option expires unexercised or is closed out at a profit. The amount of the premium reflects, among other things, the relationship between the exercise price and the
current market value of the underlying security, the volatility of the underlying security, the amount of time remaining until expiration, current interest rates, and the effect of supply and demand in the options market and in the market for the
underlying security. By writing a call option, a Fund limits its opportunity to profit from any increase in the market value of the underlying security above the exercise price of the option but continues to bear the risk of a
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decline in the value of the underlying security. By writing a put
option, a Fund assumes the risk that it may be required to purchase the underlying security for an exercise price higher than the security’s then-current market value, resulting in a potential capital loss unless the security subsequently
appreciates in value.
A Fund’s
obligation to sell an instrument subject to a call option written by it, or to purchase an instrument subject to a put option written by it, may be terminated prior to the expiration date of the option by a Fund’s execution of a closing
purchase transaction, which is effected by purchasing on an exchange an offsetting option of the same series (
i.e.
, same underlying instrument, exercise price and expiration date) as the option previously
written. A closing purchase transaction will ordinarily be effected in order to realize a profit on an outstanding option, to prevent an underlying instrument from being called, to permit the sale of the underlying instrument or to permit the
writing of a new option containing different terms on such underlying instrument. A Fund realizes a profit or loss from a closing purchase transaction if the cost of the transaction (option premium plus transaction costs) is less or more than the
premium received from writing the option. Because increases in the market price of a call option generally reflect increases in the market price of the security underlying the option, any loss resulting from a closing purchase transaction may be
offset in whole or in part by unrealized appreciation of the underlying security.
If a Fund writes a call option but does not own the
underlying security, and when it writes a put option, a Fund may be required to deposit cash or securities with its broker as “margin” or collateral for its obligation to buy or sell the underlying security. As the value of the
underlying security varies, a Fund may also have to deposit additional margin with the broker. Margin requirements are complex and are fixed by individual brokers, subject to minimum requirements currently imposed by the Federal Reserve Board and by
stock exchanges and other self-regulatory organizations.
Purchasing Put Options.
A Fund may purchase put options to protect its portfolio holdings in an underlying security against a decline in market value. Such hedge protection is provided during the life of the put option since
a Fund, as holder of the put option, is able to sell the underlying security at the put exercise price regardless of any decline in the underlying security’s market price. For a put option to be profitable, the market price of the underlying
security must decline sufficiently below the exercise price to cover the premium and transaction costs. By using put options in this manner, a Fund will reduce any profit it might otherwise have realized from appreciation of the underlying security
by the premium paid for the put option and by transaction costs.
Purchasing Call Options.
A Fund may purchase call options, including call options to hedge against an increase in the price of securities that a Fund wants ultimately to buy. Such hedge protection is provided during the life
of the call option since a Fund, as holder of the call option, is able to buy the underlying security at the exercise price regardless of any increase in the underlying security’s market price. In order for a call option to be profitable, the
market price of the underlying security must rise sufficiently above the exercise price to cover the premium and transaction costs. These costs will reduce any profit a Fund might have realized had it bought the underlying security at the time it
purchased the call option.
Over-the-Counter (OTC) Options.
OTC options (options not traded on exchanges) are generally established through negotiation with the other party to the options contract. A Fund will enter into OTC options transactions only with
primary dealers in U.S. Government securities and, in the case of OTC options written by a Fund, only pursuant to agreements that will assure that a Fund will at all times have the right to repurchase the option written by it from the dealer at a
specified formula price. A Fund will treat the amount by which such formula price exceeds the amount, if any, by which the option may be “in-the-money” as an illiquid investment. It is the present policy of a Fund not to enter into any
OTC option transaction if, as a result, more than 15% (10% in some cases; refer to your Fund’s prospectuses) of a Fund’s net assets would be invested in (i) illiquid investments (determined under the foregoing formula) relating to OTC
options written by a Fund, (ii) OTC options purchased by a Fund, (iii) securities which are not readily marketable, and (iv) repurchase agreements maturing in more than seven days.
Swap Agreements
General
. Swap
agreements are derivative instruments that can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structure, swap agreements may increase or decrease a
Fund’s exposure to long- or short-term interest rates, foreign currency values, mortgage securities, corporate borrowing rates, or other factors such as security prices or inflation rates. A Fund may enter into a variety of swap agreements,
including interest rate, index, commodity, commodity futures, equity, equity index, credit default, bond futures, total return, portfolio and currency exchange rate swap agreements, and other types of swap agreements such as caps, collars and
floors. A Fund also may enter into swaptions, which are options to enter into a swap agreement.
Swap agreements are usually entered into without an
upfront payment because the value of each party’s position is the same. The market values of the underlying commitments will change over time, resulting in one of the commitments being worth more than the other and the net market value
creating a risk exposure for one party or the other.
In a typical interest rate swap, one party agrees to
make regular payments equal to a floating interest rate times a “notional principal amount,” in return for payments equal to a fixed rate times the same amount, for a specified period of time. If a swap agreement provides for payments in
different currencies, the parties might agree to exchange notional principal amounts as well.
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In a total return swap agreement, the non-floating rate side of the
swap is based on the total return of an individual security, a basket of securities, an index or another reference asset. Swaps may also depend on other prices or rates, such as the value of an index or mortgage prepayment rates.
In a typical cap or floor agreement, one party
agrees to make payments only under specified circumstances, usually in return for payment of a fee by the other party. For example, the buyer of an interest rate cap obtains the right to receive payments to the extent that a specified interest rate
exceeds an agreed-upon level, while the seller of an interest rate floor is obligated to make payments to the extent that a specified interest rate falls below an agreed-upon level. Caps and floors have an effect similar to buying or writing
options. A collar combines elements of buying a cap and selling a floor. In interest rate collar transactions, one party sells a cap and purchases a floor, or vice versa, in an attempt to protect itself against interest rate movements exceeding
given minimum or maximum levels or collar amounts.
Swap agreements will tend to shift a Fund’s
investment exposure from one type of investment to another. For example, if a Fund agreed to pay fixed rates in exchange for floating rates while holding fixed-rate bonds, the swap would tend to decrease a Fund’s exposure to long-term interest
rates. Another example is if a Fund agreed to exchange payments in dollars for payments in foreign currency. In that case, the swap agreement would tend to decrease a Fund’s exposure to U.S. interest rates and increase its exposure to foreign
currency and interest rates.
Because swaps are
two-party contracts that may be subject to contractual restrictions on transferability and termination and because they may have terms of greater than seven days, swap agreements may be considered to be illiquid. If a swap is not liquid, it may not
be possible to initiate a transaction or liquidate a position at an advantageous time or price, which may result in significant losses.
Moreover, a Fund bears the risk of loss of the
amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. When a counterparty’s obligations are not fully secured by collateral, then the Fund is essentially an unsecured
creditor of the counterparty. If the counterparty defaults, the Fund will have contractual remedies, but there is no assurance that a counterparty will be able to meet its obligations pursuant to such contracts or that, in the event of default, the
Fund will succeed in enforcing contractual remedies. Counterparty risk still exists even if a counterparty’s obligations are secured by collateral because the Fund’s interest in collateral may not be perfected or additional collateral
may not be promptly posted as required. Counterparty risk also may be more pronounced if a counterparty’s obligations exceed the amount of collateral held by the Fund (if any), the Fund is unable to exercise its interest in collateral upon
default by the counterparty, or the termination value of the instrument varies significantly from the marked-to-market value of the instrument.
Counterparty risk with respect to derivatives will
be affected by new rules and regulations affecting the derivatives market. Some derivatives transactions are required to be centrally cleared, and a party to a cleared derivatives transaction is subject to the credit risk of the clearing house and
the clearing member through which it holds its cleared position, rather than the credit risk of its original counterparty to the derivative transaction. Credit risk of market participants with respect to derivatives that are centrally cleared is
concentrated in a few clearing houses, and it is not clear how an insolvency proceeding of a clearing house would be conducted and what impact an insolvency of a clearing house would have on the financial system. A clearing member is obligated by
contract and by applicable regulation to segregate all funds received from customers with respect to cleared derivatives transactions from the clearing member’s proprietary assets. However, all funds and other property received by a clearing
broker from its customers are generally held by the clearing broker on a commingled basis in an omnibus account, and the clearing member may invest those funds in certain instruments permitted under the applicable regulations. The assets of a Fund
might not be fully protected in the event of the bankruptcy of a Fund’s clearing member, because the Fund would be limited to recovering only a pro rata share of all available funds segregated on behalf of the clearing broker’s customers
for a relevant account class. Also, the clearing member is required to transfer to the clearing organization the amount of margin required by the clearing organization for cleared derivatives, which amounts are generally held in an omnibus account
at the clearing organization for all customers of the clearing member. Regulations promulgated by the CFTC require that the clearing member notify the clearing house of the amount of initial margin provided by the clearing member to the clearing
organization that is attributable to each customer. However, if the clearing member does not provide accurate reporting, the Funds are subject to the risk that a clearing organization will use a Fund’s assets held in an omnibus account at the
clearing organization to satisfy payment obligations of a defaulting customer of the clearing member to the clearing organization. In addition, clearing members generally provide to the clearing organization the net amount of variation margin
required for cleared swaps for all of its customers in the aggregate, rather than the gross amount of each customer. The Funds are therefore subject to the risk that a clearing organization will not make variation margin payments owed to a Fund if
another customer of the clearing member has suffered a loss and is in default, and the risk that a Fund will be required to provide additional variation margin to the clearing house before the clearing house will move the Fund’s cleared
derivatives transactions to another clearing member. In addition, if
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a clearing member does not comply with the applicable regulations
or its agreement with the Funds, or in the event of fraud or misappropriation of customer assets by a clearing member, a Fund could have only an unsecured creditor claim in an insolvency of the clearing member with respect to the margin held by the
clearing member.
Interest Rate Swaps.
Interest rate swap agreements are often used to obtain or preserve a desired return or spread at a lower cost than through a direct investment in an instrument that yields the desired return or spread.
They are financial instruments that involve the exchange of one type of interest rate cash flow for another type of interest rate cash flow on specified dates in the future. In a standard interest rate swap transaction, two parties agree to exchange
their respective commitments to pay fixed or floating interest rates on a predetermined specified (notional) amount. The swap agreement’s notional amount is the predetermined basis for calculating the obligations that the swap counterparties
have agreed to exchange. Under most swap agreements, the obligations of the parties are exchanged on a net basis. The two payment streams are netted out, with each party receiving or paying, as the case may be, only the net amount of the two
payments. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, Treasury rates and foreign interest rates.
Credit Default Swap Agreements.
A Fund may enter into credit default swap agreements, which may have as reference obligations one or more securities or a basket of securities that are or are not currently held by a Fund. The
protection “buyer” in a credit default contract is generally obligated to pay the protection “seller” an upfront or a periodic stream of payments over the term of the contract provided that no credit event, such as a default,
on a reference obligation has occurred. If a credit event occurs, the seller generally must pay the buyer the “par value” (full notional value) of the swap in exchange for an equal face amount of deliverable obligations of the reference
entity described in the swap, or the seller may be required to deliver the related net cash amount, if the swap is cash settled. A Fund may be either the buyer or seller in a credit default swap. If a Fund is a buyer and no credit event occurs, a
Fund may recover nothing if the swap is held through its termination date. However, if a credit event occurs, the buyer generally may elect to receive the full notional value of the swap in exchange for an equal face amount of deliverable
obligations of the reference entity whose value may have significantly decreased. As a seller, a Fund generally receives an upfront payment or a fixed rate of income throughout the term of the swap provided that there is no credit event. As the
seller, a Fund would effectively add leverage to its portfolio because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap.
Credit default swap agreements may involve greater
risks than if a Fund had invested in the reference obligation directly since, in addition to risks relating to the reference obligation, credit default swaps are subject to illiquidity risk, counterparty risk and credit risk. A Fund will enter into
credit default swap agreements generally with counterparties that meet certain standards of creditworthiness. A buyer generally will lose its investment and recover nothing if no credit event occurs and the swap is held to its termination date. If a
credit event were to occur, the value of any deliverable obligation received by the seller, coupled with the upfront or periodic payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of
value to the seller.
A Fund’s obligations under a
credit default swap agreement will be accrued daily (offset against any amounts owing to the Fund). For bilateral credit default swaps (CDS) where the Fund is the seller of protection, the Fund will cover the full notional amount of the swap minus
any collateral on deposit. In connection with credit default swaps in which a Fund is the buyer, the Fund will segregate or designate cash or other liquid assets in accordance with its policies and procedures. Such segregation or designation will
ensure that a Fund has assets available to satisfy its obligations with respect to the transaction. Such segregation or designation will not limit a Fund’s exposure to loss.
Equity Swaps.
A Fund may engage in equity swaps. Equity swaps allow the parties to the swap agreement to exchange components of return on one equity investment (
e.g.
, a basket of equity securities or an index) for a component of return on another non-equity or equity investment, including an exchange of differential rates of return. Equity swaps may be used to
invest in a market without owning or taking physical custody of securities in circumstances where direct investment may be restricted for legal reasons or is otherwise impractical. Equity swaps also may be used for other purposes, such as hedging or
seeking to increase total return.
Total
Return Swap Agreements.
Total return swap agreements are contracts in which one party agrees to make periodic payments to another party based on the change in market value of the assets underlying
the contract, which may include a specified security, basket of securities or securities indices during the specified period, in return for periodic payments based on a fixed or variable interest rate or the total return from other underlying
assets. Total return swap agreements may be used to obtain exposure to a security or market without owning or taking physical custody of such security or investing directly in such market. Total return swap agreements may effectively add leverage to
a Fund’s portfolio because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap.
Total return swap agreements are subject to the risk
that a counterparty will default on its payment obligations to a Fund thereunder, and conversely, that a Fund will not be able to meet its obligation to the counterparty. Generally, a Fund will enter into total return swaps on a net basis (
i.e.
, the two payment streams are netted against one another with a Fund receiving or paying, as the case may be, only the net amount of the two payments). The net amount of the excess, if any, of a
Fund’s
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obligations over its entitlements with respect to each total return
swap will be accrued on a daily basis, and an amount of liquid assets having an aggregate net asset value at least equal to the accrued excess will be designated by a Fund in its books and records. If the total return swap transaction is entered
into on other than a net basis, the full amount of a Fund’s obligations will be accrued on a daily basis, and the full amount of a Fund’s obligations will be designated by a Fund in an amount equal to or greater than the market value of
the liabilities under the total return swap agreement or the amount it would have cost a Fund initially to make an equivalent direct investment, plus or minus any amount a Fund is obligated to pay or is to receive under the total return swap
agreement.
Variance, Volatility and Correlation
Swap Agreements.
Variance and volatility swaps are contracts that provide exposure to increases or decreases in the volatility of certain referenced assets. Correlation swaps are contracts that
provide exposure to increases or decreases in the correlation between the prices of different assets or different market rates.
Commodity-Linked Swaps.
Commodity-linked swaps are two-party contracts in which the parties agree to exchange the return or interest rate on one instrument for the return of a particular commodity, commodity index or
commodities futures or options contract. The payment streams are calculated by reference to an agreed upon notional amount. A one-period swap contract operates in a manner similar to a forward or futures contract because there is an agreement to
swap a commodity for cash at only one forward date. A Fund may engage in swap transactions that have more than one period and therefore more than one exchange of commodities.
A Fund may invest in total return commodity swaps to
gain exposure to the overall commodity markets. In a total return commodity swap, a Fund will receive the price appreciation of a commodity index, a portion of the index, or a single commodity in exchange for paying an agreed-upon fee. If the
commodity swap is for one period, the Fund will pay a fixed fee, established at the outset of the swap. However, if the term of the commodity swap is more than one period, with interim swap payments, the Fund will pay an adjustable or floating fee.
With a “floating” rate, the fee is pegged to a base rate such as LIBOR, and is adjusted each period. Therefore, if interest rates increase over the term of the swap contract, a Fund may be required to pay a higher fee at each swap reset
date.
Cross Currency Swaps.
Cross currency swaps are similar to interest rate swaps, except that they involve multiple currencies. A Fund may enter into a cross currency swap when it has exposure to one currency and desires
exposure to a different currency. Typically, the interest rates that determine the currency swap payments are fixed, although occasionally one or both parties may pay a floating rate of interest. Unlike an interest rate swap, however, the principal
amounts are exchanged at the beginning of the contract and returned at the end of the contract. In addition to paying and receiving amounts at the beginning and termination of the agreements, both sides will have to pay in full periodically based
upon the currency they have borrowed. Changes in foreign exchange currency rates and changes in interest rates, as described above, may negatively affect currency swaps.
Contracts for Differences.
Contracts for differences are swap arrangements in which the parties agree that their return (or loss) will be based on the relative performance of two different groups or baskets of securities. Often,
one or both baskets will be an established securities index. A Fund’s return will be based on changes in value of theoretical long futures positions in the securities comprising one basket (with an aggregate face value equal to the notional
amount of the contract for differences) and theoretical short futures positions in the securities comprising the other basket. A Fund also may use actual long and short futures positions and achieve similar market exposure by netting the payment
obligations of the two contracts. A Fund typically enters into contracts for differences (and analogous futures positions) when its portfolio manager believes that the basket of securities constituting the long position will outperform the basket
constituting the short position. If the short basket outperforms the long basket, a Fund will realize a loss — even in circumstances when the securities in both the long and short baskets appreciate in value.
Swaptions.
A swaption is an options contract on a swap agreement. These transactions give a party the right (but not the obligation) to enter into new swap agreements or to shorten, extend, cancel or otherwise
modify an existing swap agreement (which are described herein) at some designated future time on specified terms, in return for payment of the purchase price (the “premium”) of the option. A Fund may write (sell) and purchase put and
call swaptions to the same extent it may make use of standard options on securities or other instruments. The writer of the contract receives the premium and bears the risk of unfavorable changes in the market value on the underlying swap agreement.
Swaptions can be bundled and sold as a package. These are commonly called interest rate caps, floors and collars (which are described herein).
Many swaps are complex and often valued
subjectively. Many over-the-counter derivatives are complex and their valuation often requires modeling and judgment, which increases the risk of mispricing or incorrect valuation. The pricing models used may not produce valuations that are
consistent with the values the Fund realizes when it closes or sells an over-the-counter derivative. Valuation risk is more pronounced when the Fund enters into over-the-counter derivatives with specialized terms because the market value of those
derivatives in some cases is determined in part by reference to similar derivatives with more standardized terms. Incorrect valuations may result in increased cash payment requirements to counterparties, undercollateralization and/or errors in
calculation of the Fund’s net asset value.
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Title VII of the Dodd-Frank Wall Street Reform and
Consumer Protection Act (the “Dodd-Frank Act”) established a framework for the regulation of OTC swap markets; the framework outlined the joint responsibility of the CFTC and the SEC in regulating swaps. The CFTC is responsible for the
regulation of swaps, the SEC is responsible for the regulation of security-based swaps and they are both jointly responsible for the regulation of mixed swaps.
Risk of Potential Governmental Regulation of
Derivatives
It is possible that government regulation of
various types of derivative instruments, including futures and swap agreements, may limit or prevent the Funds from using such instruments as a part of their investment strategy, and could ultimately prevent the Funds from being able to achieve
their investment objectives. The effects of present or future legislation and regulation in this area are not known, but the effects could be substantial and adverse.
The futures markets are subject to comprehensive
statutes, regulations, and margin requirements. In addition, the SEC, CFTC and the exchanges are authorized to take extraordinary actions in the event of a market emergency, including, for example, the implementation or reduction of speculative
position limits, the implementation of higher margin requirements, the establishment of daily price limits and the suspension of trading.
The regulation of swaps and futures transactions in
the U.S. is a rapidly changing area of law and is subject to modification by government and judicial action. There is a possibility of future regulatory changes altering, perhaps to a material extent, the nature of an investment in a Fund or the
ability of a Fund to continue to implement its investment strategies. In particular, the Dodd-Frank Act, which was signed into law in July 2010, has changed the way in which the U.S. financial system is supervised and regulated. Title VII of the
Dodd-Frank Act sets forth a new legislative framework for OTC derivatives, such as swaps, in which the Funds may invest. Title VII of the Dodd-Frank Act makes broad changes to the OTC derivatives market, grants significant new authority to the SEC
and the CFTC to regulate OTC derivatives and market participants, and will require clearing of many OTC derivatives transactions.
Recent U.S. and non-U.S. legislative and regulatory
reforms, including those related to the Dodd-Frank Act, have resulted in, and may in the future result in, new regulation of derivative instruments and the Fund's use of such instruments. New regulations could, among other things, restrict the
Fund's ability to engage in derivative transactions (for example, by making certain types of derivative instruments or transactions no longer available to the Fund) and/or increase the costs of such transactions, and the Fund may as a result be
unable to execute its investment strategies in a manner the Investment Manager might otherwise choose.
Additional Risk Factors in Cleared Derivatives
Transactions
Under recently adopted rules and regulations,
transactions in some types of swaps (including interest rate swaps and credit default swaps on North American and European indices) are required to be centrally cleared. In a transaction involving those swaps (“cleared derivatives”), a
Fund’s counterparty is a clearing house, rather than a bank or broker. Since the Funds are not members of clearing houses and only members of a clearing house (“clearing members”) can participate directly in the clearing house, the
Funds will hold cleared derivatives through accounts at clearing members. In a cleared derivatives transaction, the Funds will make payments (including margin payments) to and receive payments from a clearing house through their accounts at clearing
members. Clearing members guarantee performance of their clients’ obligations to the clearing house.
In many ways, centrally cleared derivative
arrangements are less favorable to open-end funds than bilateral arrangements. For example, the Funds may be required to provide greater amounts of margin for cleared derivatives positions than for bilateral derivatives transactions. Also, in
contrast to a bilateral derivatives position, following a period of notice to a Fund, a clearing member generally can require termination of an existing cleared derivatives position at any time or increases in margin requirements above the margin
that the clearing member required at the beginning of a transaction. Clearing houses also have broad rights to increase margin requirements for existing positions or to terminate those positions at any time. Any increase in margin requirements or
termination of existing cleared derivatives positions by the clearing member or the clearing house could interfere with the ability of a Fund to pursue its investment strategy. Further, any increase in margin requirements by a clearing member could
also expose a Fund to greater credit risk to its clearing member, because margin for cleared derivatives transactions in excess of clearing house’s margin requirements typically is held by the clearing member. Also, a Fund is subject to risk
if it enters into a derivatives transaction that is required to be cleared (or that the Investment Manager expects to be cleared), and no clearing member is willing or able to clear the transaction on the Fund’s behalf. While the documentation
in place between the Funds and their clearing members generally provides that the clearing members will accept for clearing all transactions submitted for clearing that are within credit limits (specified in advance) for each Fund, the Funds are
still subject to the risk that no clearing member will be willing or able to clear a transaction. In those cases, the position might have to be terminated, and the Fund could lose some or all of the benefit of the position, including loss of an
increase in the value of the position and/or loss of hedging protection. In addition, the documentation governing the relationship between the Funds and clearing members is developed by the clearing members and generally is less favorable to the
Funds than typical bilateral derivatives documentation. For example, documentation relating to cleared derivatives generally includes a one-way indemnity
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by the Funds in favor of the clearing member for losses the
clearing member incurs as the Funds’ clearing member and typically does not provide the Funds any remedies if the clearing member defaults or becomes insolvent. While futures contracts entail similar risks, the risks likely are more pronounced
for cleared swaps due to their more limited liquidity and market history.
Some types of cleared derivatives are required to be
executed on an exchange or on a swap execution facility. A swap execution facility is a trading platform where multiple market participants can execute derivatives by accepting bids and offers made by multiple other participants in the platform.
While this execution requirement is designed to increase transparency and liquidity in the cleared derivatives market, trading on a swap execution facility can create additional costs and risks for the Funds. For example, swap execution facilities
typically charge fees, and if a Fund executes derivatives on a swap execution facility through a broker intermediary, the intermediary may impose fees as well. Also, a Fund may indemnify a swap execution facility, or a broker intermediary who
executes cleared derivatives on a swap execution facility on the Fund’s behalf, against any losses or costs that may be incurred as a result of the Fund’s transactions on the swap execution facility.
These and other new rules and regulations could,
among other things, further restrict a Fund’s ability to engage in, or increase the cost to the Fund of, derivatives transactions, for example, by making some types of derivatives no longer available to the Fund, increasing margin or capital
requirements, or otherwise limiting liquidity or increasing transaction costs. These regulations are new and evolving, so their potential impact on the Funds and the financial system are not yet known. While the new regulations and the central
clearing of some derivatives transactions are designed to reduce systemic risk (
i.e.
, the risk that the interdependence of large derivatives dealers could cause a number of those dealers to suffer liquidity,
solvency or other challenges simultaneously), there is no assurance that the new clearing mechanisms will achieve that result, and in the meantime, as noted above, central clearing and related requirements expose the Funds to new kinds of risks and
costs.
CFTC Regulation
Pursuant to Rule 4.5 under the CEA, VP - Commodity Strategy Fund no
longer qualifies for an exclusion from the definition of a commodity pool. Accordingly, the Fund is registered as a "commodity pool" and the Investment Manager is registered as a “commodity pool operator” with respect to the Fund under
the CEA.
Each of the other Funds listed on the
cover of this SAI qualifies for an exclusion from the definition of a commodity pool under the CEA and has on file a notice of exclusion under CFTC Rule 4.5. Accordingly, the Investment Manager is not subject to registration or regulation as a
“commodity pool operator” under the CEA with respect to these Funds, although the Investment Manager is a registered “commodity pool operator” and “commodity trading advisor”. To remain eligible for the exclusion,
each of these Funds is limited in its ability to use certain financial instruments regulated under the CEA (“commodity interests”), including futures and options on futures and certain swaps transactions. In the event that a Fund’s
investments in commodity interests are not within the thresholds set forth in the exclusion, one or more Funds not currently registered as a “commodity pool” may be required to register as such, which could increase Fund expenses,
adversely affecting the Fund’s total return.
Dollar Rolls
Dollar rolls involve selling securities (
e.g.
, mortgage-backed securities or U.S. Treasury securities) and simultaneously entering into a commitment to purchase those or similar securities on a specified future date and price from the same party. Mortgage
dollar rolls and U.S. Treasury rolls are types of dollar rolls. A Fund foregoes principal and interest paid on the securities during the “roll” period. A Fund is compensated by the difference between the current sales price and the lower
forward price for the future purchase of the securities, as well as the interest earned on the cash proceeds of the initial sale. The investor also could be compensated through the receipt of fee income equivalent to a lower forward price. Dollar
roll transactions may result in higher transaction costs for a Fund.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with mortgage dollar rolls include: Counterparty Risk, Credit Risk and Interest Rate Risk.
Exchange-traded notes (ETNs)
ETNs are instruments that combine aspects of bonds and
exchange-traded funds (ETFs) and are designed to provide investors with access to the returns, less investor fees and expenses, of various market benchmarks or strategies to which they are usually linked. When an investor buys an ETN, the issuer,
typically an underwriting bank, promises to pay upon maturity the amount reflected in the benchmark or strategy (minus fees and expenses). Some ETNs make periodic coupon payments. Like ETFs, ETNs are traded on an exchange, but ETNs have additional
risks compared to ETFs, including the risk that if the credit of the ETN issuer becomes suspect, the investment might lose some or all of its value. Though linked to the performance, for example, of a market benchmark, ETNs are not equities or index
funds, but they do share several characteristics. Similar to equities, ETNs are traded on an exchange and can be sold short. Similar to index funds, ETNs may be linked to the return of a benchmark or strategy, but ETNs don't have an ownership
interest in the instruments underlying the benchmark or strategy the ETN is tracking.
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Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with exchange-traded notes include: Counterparty Risk, Credit Risk and Market Risk.
Foreign Currency Transactions
Because investments in foreign securities usually involve
currencies of foreign countries and because a Fund may hold cash and cash equivalent investments in foreign currencies, the value of a Fund’s assets as measured in U.S. dollars may be affected favorably or unfavorably by changes in currency
exchange rates and exchange control regulations. Also, a Fund may incur costs in connection with conversions between various currencies. Currency exchange rates may fluctuate significantly over short periods of time, causing a Fund’s NAV to
fluctuate. Currency exchange rates are generally determined by the forces of supply and demand in the foreign exchange markets, actual or anticipated changes in interest rates, and other complex factors. Currency exchange rates also can be affected
by the intervention of U.S. or foreign governments or central banks, or the failure to intervene, or by currency controls or political developments.
Spot Rates and Derivative Instruments
.
A Fund may conduct its foreign currency exchange transactions either at the spot (cash) rate prevailing in the foreign currency exchange market or by entering
into forward foreign currency exchange contracts (forward contracts). (See
Types of Investments – Derivatives
.) These contracts are traded in the interbank market conducted directly
between currency traders (usually large commercial banks) and their customers. Because foreign currency transactions occurring in the interbank market might involve substantially larger amounts than those involved in the use of such derivative
instruments, a Fund could be disadvantaged by having to deal in the odd lot market for the underlying foreign currencies at prices that are less favorable than for round lots.
A Fund may enter into forward contracts for a
variety of reasons, including for risk management (hedging) or for investment purposes.
When a Fund enters into a contract for the purchase
or sale of a security denominated in a foreign currency or has been notified of a dividend or interest payment, it may desire to lock in the price of the security or the amount of the payment, usually in U.S. dollars, although it could desire to
lock in the price of the security in another currency. By entering into a forward contract, a Fund would be able to protect itself against a possible loss resulting from an adverse change in the relationship between different currencies from the
date the security is purchased or sold to the date on which payment is made or received or when the dividend or interest is actually received.
A Fund may enter into forward contracts when
management of the Fund believes the currency of a particular foreign country may decline in value relative to another currency. When selling currencies forward in this fashion, a Fund may seek to hedge the value of foreign securities it holds
against an adverse move in exchange rates. The precise matching of forward contract amounts and the value of securities involved generally will not be possible since the future value of securities in foreign currencies more than likely will change
between the date the forward contract is entered into and the date it matures. The projection of short-term currency market movements is extremely difficult and successful execution of a short-term hedging strategy is highly uncertain.
This method of protecting the value of a
Fund’s securities against a decline in the value of a currency does not eliminate fluctuations in the underlying prices of the securities. It simply establishes a rate of exchange that can be achieved at some point in time. Although forward
contracts can be used to minimize the risk of loss due to a decline in value of hedged currency, they will also limit any potential gain that might result should the value of such currency increase.
A Fund may also enter into forward contracts when
the Fund’s portfolio manager believes the currency of a particular country will increase in value relative to another currency. A Fund may buy currencies forward to gain exposure to a currency without incurring the additional costs of
purchasing securities denominated in that currency.
For example, the combination of U.S.
dollar-denominated instruments with long forward currency exchange contracts creates a position economically equivalent to a position in the foreign currency, in anticipation of an increase in the value of the foreign currency against the U.S.
dollar. Conversely, the combination of U.S. dollar-denominated instruments with short forward currency exchange contracts is economically equivalent to borrowing the foreign currency for delivery at a specified date in the future, in anticipation of
a decrease in the value of the foreign currency against the U.S. dollar.
Unanticipated changes in the currency exchange
results could result in poorer performance for Funds that enter into these types of transactions.
A Fund may designate cash or securities in an amount
equal to the value of the Fund’s total assets committed to consummating forward contracts entered into under the circumstance set forth above. If the value of the securities declines, additional cash or securities will be designated on a daily
basis so that the value of the cash or securities will equal the amount of the Fund’s commitments on such contracts.
At maturity of a forward contract, a Fund may either
deliver (if a contract to sell) or take delivery of (if a contract to buy) the foreign currency or terminate its contractual obligation by entering into an offsetting contract with the same currency trader, having the same maturity date, and
covering the same amount of foreign currency.
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If a Fund engages in an offsetting transaction, it
will incur a gain or loss to the extent there has been movement in forward contract prices. If a Fund engages in an offsetting transaction, it may subsequently enter into a new forward contract to buy or sell the foreign currency.
Although a Fund values its assets each business day
in terms of U.S. dollars, it may not intend to convert its foreign currencies into U.S. dollars on a daily basis. However, it will do so from time to time, and such conversions involve certain currency conversion costs. Although foreign exchange
dealers do not charge a fee for conversion, they do realize a profit based on the difference (spread) between the prices at which they buy and sell various currencies. Thus, a dealer may offer to sell a foreign currency to a Fund at one rate, while
offering a lesser rate of exchange should a Fund desire to resell that currency to the dealer.
It is possible, under certain
circumstances, including entering into forward currency contracts for investment purposes, that a Fund will be required to limit or restructure its forward contract currency transactions to qualify as a “regulated investment company”
under the Code.
Options on Foreign
Currencies.
A Fund may buy put and call options and write covered call and cash-secured put options on foreign currencies for hedging purposes and to gain exposure to foreign currencies. For
example, a decline in the dollar value of a foreign currency in which securities are denominated will reduce the dollar value of such securities, even if their value in the foreign currency remains constant. In order to protect against the
diminutions in the value of securities, a Fund may buy put options on the foreign currency. If the value of the currency does decline, a Fund would have the right to sell the currency for a fixed amount in dollars and would thereby offset, in whole
or in part, the adverse effect on its portfolio that otherwise would have resulted.
Conversely, where a change in the dollar value of a
currency would increase the cost of securities a Fund plans to buy, or where a Fund would benefit from increased exposure to the currency, a Fund may buy call options on the foreign currency, giving it the right to purchase the currency for a fixed
amount in dollars. The purchase of the options could offset, at least partially, the changes in exchange rates.
As in the case of other types of options, however,
the benefit to a Fund derived from purchases of foreign currency options would be reduced by the amount of the premium and related transaction costs. In addition, where currency exchange rates do not move in the direction or to the extent
anticipated, a Fund could sustain losses on transactions in foreign currency options that would require it to forego a portion or all of the benefits of advantageous changes in rates.
A Fund may write options on foreign currencies for
similar purposes. For example, when a Fund anticipates a decline in the dollar value of foreign-denominated securities due to adverse fluctuations in exchange rates, it could, instead of purchasing a put option, write a call option on the relevant
currency, giving the option holder the right to purchase that currency from the Fund for a fixed amount in dollars. If the expected decline occurs, the option would most likely not be exercised and the diminution in value of securities would be
offset, at least partially, by the amount of the premium received.
Similarly, instead of purchasing a call option when
a foreign currency is expected to appreciate, a Fund could write a put option on the relevant currency, giving the option holder the right to that currency from the Fund for a fixed amount in dollars. If rates move in the manner projected, the put
option would expire unexercised and allow the Fund to hedge increased cost up to the amount of the premium.
As in the case of other types of options, however,
the writing of a foreign currency option will constitute only a partial hedge up to the amount of the premium, and only if rates move in the expected direction. If this does not occur, the option may be exercised and the Fund would be required to
buy or sell the underlying currency at a loss that may not be offset by the amount of the premium. Through the writing of options on foreign currencies, the Fund also may be required to forego all or a portion of the benefits that might otherwise
have been obtained from favorable movements on exchange rates.
An option written on foreign currencies is covered
if a Fund holds currency sufficient to cover the option or has an absolute and immediate right to acquire that currency without additional cash consideration upon conversion of assets denominated in that currency or exchange of other currency held
in its portfolio. An option writer could lose amounts substantially in excess of its initial investments, due to the margin and collateral requirements associated with such positions.
Options on foreign currencies are traded through
financial institutions acting as market-makers, although foreign currency options also are traded on certain national securities exchanges, such as the Philadelphia Stock Exchange and the Chicago Board Options Exchange, subject to SEC regulation. In
an over-the-counter trading environment, many of the protections afforded to exchange participants will not be available. For example, there are no daily price fluctuation limits, and adverse market movements could therefore continue to an unlimited
extent over a period of time. Although the purchaser of an option cannot lose more than the amount of the premium plus related transaction costs, this entire amount could be lost.
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Foreign currency option positions entered into on a
national securities exchange are cleared and guaranteed by the OCC, thereby reducing the risk of counterparty default. Further, a liquid secondary market in options traded on a national securities exchange may be more readily available than in the
over-the-counter market, potentially permitting a Fund to liquidate open positions at a profit prior to exercise or expiration, or to limit losses in the event of adverse market movements.
Foreign Currency Futures and Related Options.
A Fund may enter into currency futures contracts to buy or sell currencies. It also may buy put and call options and write covered call and cash-secured put options on currency futures. Currency
futures contracts are similar to currency forward contracts, except that they are traded on exchanges (and have margin requirements) and are standardized as to contract size and delivery date. Most currency futures call for payment of delivery in
U.S. dollars. A Fund may use currency futures for the same purposes as currency forward contracts, subject to CFTC limitations.
Currency futures and options on futures values can
be expected to correlate with exchange rates, but will not reflect other factors that may affect the value of the Fund’s investments. A currency hedge, for example, should protect a Yen-denominated bond against a decline in the Yen, but will
not protect a Fund against price decline if the issuer’s creditworthiness deteriorates. Because the value of a Fund’s investments denominated in foreign currency will change in response to many factors other than exchange rates, it may
not be possible to match the amount of a forward contract to the value of a Fund’s investments denominated in that currency over time.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with foreign currency transactions include: Foreign Currency Risk, Derivatives Risk, Interest Rate Risk, and Liquidity Risk.
Foreign Securities
Unless otherwise stated in a
Fund’s prospectus, stocks, bonds and other securities or investments are deemed to be “foreign” based primarily on the issuer’s place of organization/incorporation, but the Fund may also consider the issuer’s domicile,
its principal place of business, its primary stock exchange listing, the source of its revenue or other factors. A Fund’s investments in foreign markets, may include issuers in emerging markets, as well as frontier markets, each of which carry
heightened risks as compared with investments in other typical foreign markets. Unless otherwise stated in a Fund’s prospectus, emerging market countries are generally those either defined by World Bank-defined per capita income brackets or
determined to be an emerging market based on the Fund portfolio manager’s qualitative judgments about a country’s level of economic and institutional development, among other factors. Frontier market countries generally have smaller
economies and even less developed capital markets than typical emerging market countries (which themselves have increased investment risk relative to investing in more developed markets) and, as a result, the risks of investing in emerging market
countries are magnified in frontier market countries. Foreign securities may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon securities and may be privately placed or publicly offered.
See
Types of Investments — Variable- and Floating-Rate Obligations, — Debt Obligations - Zero-Coupon, Pay-in-Kind and Step-Coupon Securities
and
— Private Placement and Other Restricted Securities
for more information.
Due to the potential for foreign withholding taxes,
MSCI publishes two versions of its indices reflecting the reinvestment of dividends using two different methodologies: gross dividends and net dividends. While both versions reflect reinvested dividends, they differ with respect to the manner in
which taxes associated with dividend payments are treated. In calculating the net dividends version, MSCI incorporates reinvested dividends applying the withholding tax rate applicable to foreign non-resident institutional investors that do not
benefit from double taxation treaties. The Investment Manager believes that the net dividends version of MSCI indices better reflects the returns U.S. investors might expect were they to invest directly in the component securities of an MSCI
index.
There is a practice in certain foreign
markets under which an issuer’s securities are blocked from trading at the custodian or sub-custodian level for a specified number of days before and, in certain instances, after a shareholder meeting where such shares are voted. This is
referred to as “share blocking.” The blocking period can last up to several weeks. Share blocking may prevent a Fund from buying or selling securities during this period, because during the time shares are blocked, trades in such
securities will not settle. It may be difficult or impossible to lift blocking restrictions, with the particular requirements varying widely by country. As a consequence of these restrictions, the Investment Manager, on behalf of a Fund, may abstain
from voting proxies in markets that require share blocking.
Foreign securities may include depositary receipts,
such as American Depositary Receipts (ADRs), European Depositary Receipts (EDRs) and Global Depositary Receipts (GDRs). ADRs are U.S. dollar-denominated receipts issued in registered form by a domestic bank or trust company that evidence ownership
of underlying securities issued by a foreign issuer. EDRs are foreign currency-denominated receipts issued in Europe, typically by foreign banks or trust companies and foreign branches of domestic banks, that evidence ownership of foreign or
domestic securities. GDRs are receipts structured similarly to ADRs and EDRs and are marketed globally. Depositary receipts will not necessarily be denominated in the same currency as their underlying securities. In general, ADRs, in registered
form, are designed for use in the U.S. securities markets, and EDRs, in bearer form, are designed for use in European securities markets. GDRs are tradable both in the United States and in Europe and
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are designed for use throughout the world. A Fund may invest in
depositary receipts through “sponsored” or “unsponsored” facilities. A sponsored facility is established jointly by the issuer of the underlying security and a depositary, whereas a depositary may establish an unsponsored
facility without participation by the issuer of the deposited security. Holders of unsponsored depositary receipts generally bear all the costs of such facilities and the depositary of an unsponsored facility frequently is under no obligation to
distribute interest holder communications received from the issuer of the deposited security or to pass through voting rights to the holders of such receipts in respect of the deposited securities. The issuers of unsponsored depositary receipts are
not obligated to disclose material information in the United States, and, therefore, there may be limited information available regarding such issuers and/or limited correlation between available information and the market value of the depositary
receipts.
Although one or more of the other
risks described in this SAI may also apply, the risks typically associated with foreign securities include: Emerging Markets Securities Risk, Foreign Currency Risk, Foreign Securities Risk, Frontier Market Risk, Geographic Focus Risk, Issuer Risk
and Market Risk.
Guaranteed Investment Contracts
(Funding Agreements)
Guaranteed investment contracts, or
funding agreements, are short-term, privately placed debt instruments issued by insurance companies. Pursuant to such contracts, a Fund may make cash contributions to a deposit fund of the insurance company’s general account. The insurance
company then credits to a Fund payments at negotiated, floating or fixed interest rates. A Fund will purchase guaranteed investment contracts only from issuers that, at the time of purchase, meet certain credit and quality standards. In general,
guaranteed investment contracts are not assignable or transferable without the permission of the issuing insurance companies, and an active secondary market does not exist for these investments. In addition, the issuer may not be able to pay the
principal amount to a Fund on seven days’ notice or less, at which time the investment may be considered illiquid under applicable SEC regulatory guidance and subject to certain restrictions. See
Types of Investments – Illiquid Securities
.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with guaranteed investment contracts (funding agreements) include: Credit Risk and Liquidity Risk.
High-Yield Securities
High-yield, or low and below investment grade securities (below
investment grade securities are also known as “junk bonds”) are debt securities with the lowest investment grade rating (
e.g.
, BBB by S&P and Fitch or Baa by Moody’s), that are below
investment grade (
e.g.
, lower than BBB by S&P and Fitch or Baa by Moody’s) or that are unrated but determined by a Fund’s portfolio manager to be of comparable quality. These types of
securities may be issued to fund corporate transactions or restructurings, such as leveraged buyouts, mergers, acquisitions, debt reclassifications or similar events, are more speculative in nature than securities with higher ratings and tend to be
more sensitive to credit risk, particularly during a downturn in the economy. These types of securities generally are issued by unseasoned companies without long track records of sales and earnings, or by companies or municipalities that have
questionable credit strength. High-yield securities and comparable unrated securities: (i) likely will have some quality and protective characteristics that, in the judgment of one or more NRSROs, are outweighed by large uncertainties or major risk
exposures to adverse conditions; (ii) are speculative with respect to the issuer’s capacity to pay interest and repay principal in accordance with the terms of the obligation; and (iii) may have a less liquid secondary market, potentially
making it difficult to value or sell such securities. Credit ratings issued by credit rating agencies are designed to evaluate the safety of principal and interest payments of rated securities. They do not, however, evaluate the market value risk of
lower-quality securities and, therefore, may not fully reflect the true risks of an investment. In addition, credit rating agencies may or may not make timely changes in a rating to reflect changes in the economy or in the condition of the issuer
that affect the market value of the securities. Consequently, credit ratings are used only as a preliminary indicator of investment quality. High-yield securities may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon,
pay-in-kind and step-coupon securities and may be privately placed or publicly offered. See
Types of Investments – Variable- and Floating-Rate Obligations, – Debt Obligations –
Zero-Coupon, Pay-in-Kind and Step-Coupon Securities
and
– Private Placement and Other Restricted Securities
for more information.
The rates of return on these types of securities
generally are higher than the rates of return available on more highly rated securities, but generally involve greater volatility of price and risk of loss of principal and income, including the possibility of default by or insolvency of the issuers
of such securities. Accordingly, a Fund may be more dependent on the Investment Manager’s (or, if applicable, a subadviser’s) credit analysis with respect to these types of securities than is the case for more highly rated
securities.
The market values of certain
high-yield securities and comparable unrated securities tend to be more sensitive to individual corporate developments and changes in economic conditions than are the market values of more highly rated securities. In addition, issuers of high-yield
and comparable unrated securities often are highly leveraged and may not have more traditional methods of financing available to them, so that their ability to service their debt obligations during an economic downturn or during sustained periods of
rising interest rates may be impaired.
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The risk of loss due to default is greater for
high-yield and comparable unrated securities than it is for higher rated securities because high-yield securities and comparable unrated securities generally are unsecured and frequently are subordinated to more senior indebtedness. A Fund may incur
additional expenses to the extent that it is required to seek recovery upon a default in the payment of principal or interest on its holdings of such securities. The existence of limited markets for lower-rated debt securities may diminish a
Fund’s ability to: (i) obtain accurate market quotations for purposes of valuing such securities and calculating portfolio net asset value; and (ii) sell the securities at fair market value either to meet redemption requests or to respond to
changes in the economy or in financial markets.
Many lower-rated securities are not registered for
offer and sale to the public under the 1933 Act. Investments in these restricted securities may be determined to be liquid (able to be sold within seven days at approximately the price at which they are valued by a Fund) pursuant to policies
approved by the Fund’s Trustees. Investments in illiquid securities, including restricted securities that have not been determined to be liquid, may not exceed 15% of a Fund’s net assets. A Fund is not otherwise subject to any limitation
on its ability to invest in restricted securities. Restricted securities may be less liquid than other lower-rated securities, potentially making it difficult to value or sell such securities.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with high-yield securities include: Credit Risk, Interest Rate Risk, High-Yield Securities Risk and Prepayment and Extension Risk.
Illiquid Securities
Illiquid securities are defined by a Fund consistent with the SEC
staff’s current guidance and interpretations which provide that an illiquid security is an asset which may not be sold or disposed of in the ordinary course of business within seven days at approximately the value at which a Fund has valued
the investment on its books. Some securities, such as those not registered under U.S. securities laws, cannot be sold in public transactions. Some securities are deemed to be illiquid because they are subject to contractual or legal restrictions on
resale. Subject to its investment policies, a Fund may invest in illiquid investments and may invest in certain restricted securities that are deemed to be illiquid securities at the time of purchase.
Although one or more of the other risks described in
this SAI may also apply, the risk typically associated with illiquid securities include: Liquidity Risk.
Inflation-Protected Securities
Inflation is a general rise in prices of goods and services.
Inflation erodes the purchasing power of an investor’s assets. For example, if an investment provides a total return of 7% in a given year and inflation is 3% during that period, the inflation-adjusted, or real, return is 4%.
Inflation-protected securities are debt securities whose principal and/or interest payments are adjusted for inflation, unlike debt securities that make fixed principal and interest payments. One type of inflation-protected debt security is issued
by the U.S. Treasury. The principal of these securities is adjusted for inflation as indicated by the Consumer Price Index (CPI) for urban consumers and interest is paid on the adjusted amount. The CPI is a measurement of changes in the cost of
living, made up of components such as housing, food, transportation and energy.
If the CPI falls, the principal value of
inflation-protected securities will be adjusted downward, and consequently the interest payable on these securities (calculated with respect to a smaller principal amount) will be reduced. Conversely, if the CPI rises, the principal value of
inflation-protected securities will be adjusted upward, and consequently the interest payable on these securities will be increased. Repayment of the original bond principal upon maturity is guaranteed in the case of U.S. Treasury
inflation-protected securities, even during a period of deflation. However, the current market value of the inflation-protected securities is not guaranteed and will fluctuate. Other inflation-indexed securities include inflation-related bonds,
which may or may not provide a similar guarantee. If a guarantee of principal is not provided, the adjusted principal value of the bond repaid at maturity may be less than the original principal.
Other issuers of inflation-protected debt securities
include other U.S. government agencies or instrumentalities, corporations and foreign governments. There can be no assurance that the CPI or any foreign inflation index will accurately measure the real rate of inflation in the prices of goods and
services. Moreover, there can be no assurance that the rate of inflation in a foreign country will be correlated to the rate of inflation in the United States. If interest rates rise due to reasons other than inflation (for example, due to changes
in currency exchange rates), investors in these securities may not be protected to the extent that the increase is not reflected in the bond’s inflation measure.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with inflation-protected securities include: Inflation-Protected Securities Risk, Interest Rate Risk and Market Risk. In addition, inflation-protected securities issued by non-U.S. government
agencies or instrumentalities are subject to Credit Risk.
Initial Public Offerings
A Fund may invest in initial public offerings (IPOs) of common
stock or other primary or secondary syndicated offerings of equity or debt securities issued by a corporate issuer. Fixed income funds frequently invest in these types of offerings of debt securities. A purchase of IPO securities often involves
higher transaction costs than those associated with the purchase of
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securities already traded on exchanges or markets. A Fund may hold
IPO securities for a period of time, or may sell them soon after the purchase. Investments in IPOs could have a magnified impact — either positive or negative — on a Fund’s performance while the Fund’s assets are relatively
small. The impact of an IPO on a Fund’s performance may tend to diminish as the Fund’s assets grow. In circumstances when investments in IPOs make a significant contribution to a Fund’s performance, there can be no assurance that
similar contributions from IPOs will continue in the future.
Although one or more risks described in this SAI may
also apply, the risks typically associated with IPOs include: IPO Risk, Issuer Risk, Liquidity Risk, Market Risk and Small Company Securities Risk.
Inverse Floaters
See
Types of
Investments – Derivatives – Indexed or Linked Securities (Structured Products)
above.
Investments in Other Investment Companies (Including
ETFs)
Investing in other investment companies may be a means
by which a Fund seeks to achieve its investment objective. A Fund may invest in securities issued by other investment companies within the limits prescribed by the 1940 Act, the rules and regulations thereunder and any exemptive relief currently or
in the future available to a Fund. These securities include shares of other open-end investment companies (
i.e.
, mutual funds), closed-end funds, exchange-traded funds (ETFs), UCITS funds (pooled investment
vehicles established in accordance with the Undertaking for Collective Investment in Transferable Securities adopted by European Union member states) and business development companies.
Except with respect to funds structured as
funds-of-funds or so-called master/feeder funds or other funds whose strategies otherwise allow such investments, the 1940 Act generally requires that a fund limit its investments in another investment company or series thereof so that, as
determined at the time a securities purchase is made: (i) no more than 5% of the value of its total assets will be invested in the securities of any one investment company; (ii) no more than 10% of the value of its total assets will be invested in
the aggregate in securities of other investment companies; and (iii) no more than 3% of the outstanding voting stock of any one investment company or series thereof will be owned by a fund or by companies controlled by a fund. Such other investment
companies may include ETFs, which are shares of publicly traded unit investment trusts, open-end funds or depositary receipts that may be passively managed (
e.g.
, they seek to track the performance of specific
indexes or companies in related industries) or they may be actively managed. The SEC has granted orders for exemptive relief to certain ETFs that permit investments in those ETFs by certain other registered investment companies in excess of these
limits.
ETFs are listed on an exchange and
trade in the secondary market on a per-share basis, which allows investors to purchase and sell ETF shares at their market price throughout the day. Certain ETFs, such as passively managed ETFs, hold portfolios of securities that are designed to
replicate, as closely as possible before expenses, the price and yield of a specified market index. The performance results of these ETFs will not replicate exactly the performance of the pertinent index due to transaction and other expenses,
including fees to service providers borne by ETFs. ETF shares are sold and redeemed at net asset value only in large blocks called creation units. The Funds’ ability to redeem creation units may be limited by the 1940 Act, which provides that
ETFs will not be obligated to redeem shares held by the Funds in an amount exceeding one percent of their total outstanding securities during any period of less than 30 days.
Although a Fund may derive certain advantages from
being able to invest in shares of other investment companies, such as to be fully invested, there may be potential disadvantages. Investing in other investment companies may result in higher fees and expenses for a Fund and its shareholders. A
shareholder may be charged fees not only on Fund shares held directly but also on the investment company shares that a Fund purchases. Because these investment companies may invest in other securities, they are also subject to the risks associated
with a variety of investment instruments as described in this SAI.
Under the 1940 Act and rules and regulations
thereunder, a Fund may purchase shares of affiliated funds, subject to certain conditions. Investing in affiliated funds may present certain actual or potential conflicts of interest. For more information about such actual and potential conflicts of
interest, see
Investment Management and Other Services – Other Roles and Relationships of Ameriprise Financial and its Affiliates – Certain Conflicts of Interest
.
Although
one or more of the other risks described in this SAI may also apply, the risks typically associated with the securities of other investment companies include: Exchange-Traded Fund (ETF) Risk, Investing in Other Funds Risk, Issuer Risk and Market
Risk.
Listed Private Equity Funds
A Fund may invest directly in listed private equity
funds, which may include, among others, business development companies, investment holding companies, publicly traded limited partnership interests (common units), publicly traded venture capital funds, publicly traded venture capital trusts,
publicly traded private equity funds, publicly traded private equity investment trusts, publicly traded closed-end funds, publicly traded financial institutions that lend to or invest in privately held companies and any other publicly traded vehicle
whose purpose is to invest in privately held companies.
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A Fund may invest in listed private equity funds
that hold investments in a wide array of businesses and industries at various stages of development, from early stage to later stage to fully mature businesses. A Fund may invest in listed private equity funds that emphasize making equity and
equity-like (preferred stock, convertible stock and warrants) investments in later stage to mature businesses, or may invest in listed private equity funds making debt investments or investments in companies at other stages of development. In
addition, a Fund may invest in the common stock of closed-end management investment companies, including business development companies that invest in securities of listed private equity companies.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with investment in listed private equity funds include: Credit Risk, Liquidity Risk, Market Risk, Sector Risk, and Valuation Risk.
Money Market Instruments
Money market instruments include cash equivalents and short-term
debt obligations which include: (i) bank obligations, including certificates of deposit (CDs), time deposits and bankers’ acceptances, and letters of credit of banks or savings and loan associations having capital surplus and undivided profits
(as of the date of its most recently published annual financial statements) in excess of $100 million (or the equivalent in the instance of a foreign branch of a U.S. bank) at the date of investment; (ii) funding agreements; (iii) repurchase
agreements; (iv) obligations of the United States, foreign countries and supranational entities, and each of their subdivisions, agencies and instrumentalities; (v) certain corporate debt securities, such as commercial paper, short-term corporate
obligations and extendible commercial notes; (vi) participation interests; and (vii) municipal securities. Money market instruments may be structured as fixed-, variable- or floating-rate obligations and may be privately placed or publicly offered.
A Fund may also invest in affiliated and unaffiliated money market mutual funds, which invest primarily in money market instruments. See
Types of Investments — Variable- and Floating-Rate
Obligations
and
— Private Placement and Other Restricted Securities
for more information.
With respect to money market securities, certain
U.S. Government obligations are backed or insured by the U.S. Government, its agencies or its instrumentalities. Other money market securities are backed only by the claims paying ability or creditworthiness of the issuer.
Bankers’ acceptances
are marketable short-term credit instruments used to finance the import, export, transfer or storage of goods. They are termed “accepted” when a bank unconditionally guarantees their payment at
maturity.
A Fund may invest its daily
cash balance in Columbia Short-Term Cash Fund, a money market fund established for the exclusive use of the funds in the Columbia Fund Complex and other institutional clients of the Investment Manager.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with money market instruments include: Credit Risk, Inflation Risk, Interest Rate Risk, Issuer Risk and Money Market Fund Risk.
Mortgage-Backed Securities
Mortgage-backed securities are a
type of asset-backed security that represent interests in, or debt instruments backed by, pools of underlying mortgages. In some cases, these underlying mortgages may be insured or guaranteed by the U.S. Government or its agencies. Mortgage-backed
securities entitle the security holders to receive distributions that are tied to the payments made on the underlying mortgage collateral (less fees paid to the originator, servicer, or other parties, and fees paid for credit enhancement), so that
the payments made on the underlying mortgage collateral effectively pass through to such security holders. Mortgage-backed securities are created when mortgage originators (or mortgage loan sellers who have purchased mortgage loans from mortgage
loan originators) sell the underlying mortgages to a special purpose entity in a process called a securitization. The special purpose entity issues securities that are backed by the payments on the underlying mortgage loans, and have a minimum
denomination and specific term. Mortgage-backed securities may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon securities and may be privately placed or publicly offered. See
Types of Investments — Variable- and Floating-Rate Obligations, — Debt Obligations - Zero-Coupon, Pay-in-Kind and Step-Coupon Securities
and
— Private Placement and Other Restricted Securities
for more information.
Mortgage-backed securities may be issued or
guaranteed by GNMA (also known as Ginnie Mae), FNMA (also known as Fannie Mae), or FHLMC (also known as Freddie Mac), but also may be issued or guaranteed by other issuers, including private companies. GNMA is a government-owned corporation that is
an agency of the U.S. Department of Housing and Urban Development. It guarantees, with the full faith and credit of the United States, full and timely payment of all monthly principal and interest on its mortgage-backed securities. Until recently,
FNMA and FHLMC were government-sponsored corporations owned entirely by private stockholders. Both issue mortgage-related securities that contain guarantees as to timely payment of interest and principal but that are not backed by the full faith and
credit of the U.S. Government. The value of the companies’ securities fell sharply in 2008 due to concerns that the firms did not have sufficient capital to offset losses. The U.S. Treasury has historically had the authority to purchase
obligations of Fannie Mae and Freddie Mac. In addition, in 2008, due to
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capitalization concerns, Congress provided the U.S. Treasury with
additional authority to lend Fannie Mae and Freddie Mac emergency funds and to purchase the companies’ stock, as described below. In September 2008, the U.S. Treasury and the Federal Housing Finance Agency (FHFA) announced that Fannie Mae and
Freddie Mac had been placed in conservatorship.
In the past Fannie Mae and Freddie Mac have received
significant capital support through U.S. Treasury preferred stock purchases and Federal Reserve purchases of their mortgage-backed securities. There can be no assurance that these or other agencies of the government will provide such support in the
future. The future status of Fannie Mae or Freddie Mac could be impacted by, among other things, the actions taken and restrictions placed on Fannie Mae or Freddie Mac by the FHFA in its role as conservator, the restrictions placed on Fannie
Mae’s or Freddie Mac’s operations and activities under the senior stock purchase agreements, market responses to developments at Fannie Mae or Freddie Mac, and future legislative and regulatory action that alters the operations,
ownership structure and/or mission of Fannie Mae or Freddie Mac, each of which may, in turn, impact the value of, and cash flows on, any securities guaranteed by Fannie Mae and Freddie Mac.
Stripped mortgage-backed
securities are a type of mortgage-backed security that receives differing proportions of the interest and principal payments from the underlying assets. Generally, there are two classes of stripped mortgage-backed securities: Interest Only (IO) and
Principal Only (PO). IOs entitle the holder to receive distributions consisting of all or a portion of the interest on the underlying pool of mortgage loans or mortgage-backed securities. POs entitle the holder to receive distributions consisting of
all or a portion of the principal of the underlying pool of mortgage loans or mortgage-backed securities. See
Types of Investments — Debt Obligations - Stripped Securities
for more
information.
Collateralized Mortgage
Obligations (CMOs) are hybrid mortgage-related instruments issued by special purpose entities secured by pools of mortgage loans or other mortgage-related securities, such as mortgage pass-through securities or stripped mortgage-backed securities.
CMOs may be structured into multiple classes, often referred to as “tranches,” with each class bearing a different stated maturity and entitled to a different schedule for payments of principal and interest, including prepayments.
Principal prepayments on collateral underlying a CMO may cause it to be retired substantially earlier than its stated maturity or final distribution dates, resulting in a loss of all or part of the premium if any has been paid. The yield
characteristics of mortgage-backed securities differ from those of other debt securities. Among the differences are that interest and principal payments are made more frequently on mortgage-backed securities, usually monthly, and principal may be
repaid at any time. These factors may reduce the expected yield. Interest is paid or accrues on all classes of the CMOs on a periodic basis. The principal and interest payments on the underlying mortgage assets may be allocated among the various
classes of CMOs in several ways. Typically, payments of principal, including any prepayments, on the underlying mortgage assets are applied to the classes in the order of their respective stated maturities or final distribution dates, so that no
payment of principal is made on CMOs of a class until all CMOs of other classes having earlier stated maturities or final distribution dates have been paid in full.
Commercial mortgage-backed securities (CMBS) are a
specific type of mortgage-backed security collateralized by a pool of mortgages on commercial real estate.
CMO residuals are mortgage securities issued by
agencies or instrumentalities of the U.S. Government or by private originators of, or investors in, mortgage loans, including savings and loan associations, homebuilders, mortgage banks, commercial banks, investment banks and special purpose
entities of the foregoing. The cash flow generated by the mortgage assets underlying a series of CMOs is applied first to make required payments of principal and interest on the CMOs and second to pay the related administrative expenses and any
management fee of the issuer. The residual in a CMO structure generally represents the interest in any excess cash flow remaining after making the foregoing payments. Each payment of such excess cash flow to a holder of the related CMO residual
represents income and/or a return of capital. The amount of residual cash flow resulting from a CMO will depend on, among other things, the characteristics of the mortgage assets, the coupon rate of each class of CMO, prevailing interest rates, the
amount of administrative expenses and the pre-payment experience on the mortgage assets. In particular, the yield to maturity on CMO residuals is extremely sensitive to pre-payments on the related underlying mortgage assets, in the same manner as an
interest-only (“IO”) class of stripped mortgage-backed securities. In addition, if a series of a CMO includes a class that bears interest at an adjustable rate, the yield to maturity on the related CMO residual will also be extremely
sensitive to changes in the level of the index upon which interest rate adjustments are based. As described below with respect to stripped mortgage-backed securities, in certain circumstances an ETF may fail to recoup fully its initial investment in
a CMO residual. CMO residuals are generally purchased and sold by institutional investors through several investment banking firms acting as brokers or dealers. Transactions in CMO residuals are generally completed only after careful review of the
characteristics of the securities in question. In addition, CMO residuals may, or pursuant to an exemption therefrom, may not have been registered under the 1933 Act. CMO residuals, whether or not registered under the 1933 Act, may be subject to
certain restrictions on transferability, and may be deemed “illiquid” and subject to a Fund’s limitations on investment in illiquid securities.
Mortgage pass-through securities are interests in
pools of mortgage-related securities that differ from other forms of debt securities, which normally provide for periodic payment of interest in fixed amounts with principal payments at maturity or specified call dates. Instead, these securities
provide a monthly payment which consists of both interest and principal payments. In effect, these payments are a “pass-through” of the monthly payments made by the individual borrowers on their residential or
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commercial mortgage loans, net of any fees paid to the issuer or
guarantor of such securities. Additional payments are caused by repayments of principal resulting from the sale of the underlying property, refinancing or foreclosure, net of fees or costs which may be incurred. Some mortgage-related securities
(such as securities issued by the GNMA) are described as “modified pass-through.” These securities entitle the holder to receive all interest and principal payments owed on the mortgage pool, net of certain fees, at the scheduled payment
dates regardless of whether or not the mortgagor actually makes the payment.
REMICs are entities that own mortgages and elect
REMIC status under the Code and, like CMOs, issue debt obligations collateralized by underlying mortgage assets that have characteristics similar to those issued by CMOs.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with mortgage- and asset-backed securities include: Credit Risk, Interest Rate Risk, Issuer Risk, Liquidity Risk, Mortgage- and Other Asset-Backed Securities Risk, Prepayment and Extension Risk
and Reinvestment Risk.
Municipal
Securities
Municipal securities include debt
obligations issued by governmental entities, including states, political subdivisions, agencies, instrumentalities, and authorities, as well as U.S. territories, commonwealths and possessions (such as Guam, Puerto Rico and the U.S. Virgin Islands)
and their political subdivisions, agencies, instrumentalities, and authorities, to obtain funds for various public purposes, including the construction of a wide range of public facilities, the refunding of outstanding obligations, the payment of
general operating expenses, and the extension of loans to public institutions and facilities.
Municipal securities may include municipal bonds,
municipal notes and municipal leases, which are described below. Municipal bonds are debt obligations of a governmental entity that obligate the municipality to pay the holder a specified sum of money at specified intervals and to repay the
principal amount of the loan at maturity. Municipal securities can be classified into two principal categories, including “general obligation” bonds and other securities and “revenue” bonds and other securities. General
obligation bonds are secured by the issuer’s full faith, credit and taxing power for the payment of principal and interest. Revenue securities are payable only from the revenues derived from a particular facility or class of facilities or, in
some cases, from the proceeds of a special excise tax or other specific revenue source, such as the user of the facility being financed. Municipal securities also may include “moral obligation” securities, which normally are issued by
special purpose public authorities. If the issuer of moral obligation securities is unable to meet its debt service obligations from current revenues, it may draw on a reserve fund, the restoration of which is a moral commitment but not a legal
obligation of the governmental entity that created the special purpose public authority. Municipal securities may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon, pay-in-kind and step-coupon securities and may be
privately placed or publicly offered. See
Types of Investments – Variable- and Floating-Rate Obligations, – Debt Obligations – Zero-Coupon, Pay-in-Kind and Step-Coupon Securities
and
– Private Placement and Other Restricted Securities
for more information.
Municipal notes may be issued by governmental
entities and other tax-exempt issuers in order to finance short-term cash needs or, occasionally, to finance construction. Most municipal notes are general obligations of the issuing entity payable from taxes or designated revenues expected to be
received within the relevant fiscal period. Municipal notes generally have maturities of one year or less. Municipal notes can be subdivided into two sub-categories: (i) municipal commercial paper and (ii) municipal demand obligations.
Municipal commercial paper typically consists of
very short-term unsecured negotiable promissory notes that are sold, for example, to meet seasonal working capital or interim construction financing needs of a governmental entity or agency. While these obligations are intended to be paid from
general revenues or refinanced with long-term debt, they frequently are backed by letters of credit, lending agreements, note repurchase agreements or other credit facility agreements offered by banks or institutions. See
Types of Investments – Commercial Paper
for more information.
Municipal demand obligations can be subdivided into
two general types: variable rate demand notes and master demand obligations. Variable rate demand notes are tax-exempt municipal obligations or participation interests that provide for a periodic adjustment in the interest rate paid on the notes.
They permit the holder to demand payment of the notes, or to demand purchase of the notes at a purchase price equal to the unpaid principal balance, plus accrued interest either directly by the issuer or by drawing on a bank letter of credit or
guaranty issued with respect to such note. The issuer of the municipal obligation may have a corresponding right to prepay at its discretion the outstanding principal of the note plus accrued interest upon notice comparable to that required for the
holder to demand payment. The variable rate demand notes in which a Fund may invest are payable, or are subject to purchase, on demand, usually on notice of seven calendar days or less. The terms of the notes generally provide that interest rates
are adjustable at intervals ranging from daily to six months.
Master demand obligations are tax-exempt municipal
obligations that provide for a periodic adjustment in the interest rate paid and permit daily changes in the amount borrowed. The interest on such obligations is, in the opinion of counsel for the borrower, excluded from gross income for U.S.
federal income tax purposes (but not necessarily for alternative minimum tax purposes). Although there is no secondary market for master demand obligations, such obligations are considered by a Fund to be liquid because they are payable upon
demand.
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Municipal lease obligations are participations in
privately arranged loans to state or local government borrowers and may take the form of a lease, an installment purchase, or a conditional sales contract. They are issued by state and local governments and authorities to acquire land, equipment,
and facilities. An investor may purchase these obligations directly, or it may purchase participation interests in such obligations. In general, municipal lease obligations are unrated, in which case they will be determined by a Fund’s
portfolio manager to be of comparable quality at the time of purchase to rated instruments that may be acquired by a Fund. Frequently, privately arranged loans have variable interest rates and may be backed by a bank letter of credit. In other
cases, they may be unsecured or may be secured by assets not easily liquidated.
Moreover, such loans in most cases are not backed by
the taxing authority of the issuers and may have limited marketability or may be marketable only by virtue of a provision requiring repayment following demand by the lender.
Municipal leases may be subject to greater risks
than general obligation or revenue bonds. State constitutions and statutes set forth requirements that states or municipalities must meet in order to issue municipal obligations. Municipal leases may contain a covenant by the state or municipality
to budget for and make payments due under the obligation. Certain municipal leases may, however, provide that the issuer is not obligated to make payments on the obligation in future years unless funds have been appropriated for this purpose each
year.
Although lease obligations do not
constitute general obligations of the municipal issuer to which the government’s taxing power is pledged, a lease obligation ordinarily is backed by the government’s covenant to budget for, appropriate, and make the payments due under
the lease obligation. However, certain lease obligations contain “non-appropriation” clauses that provide that the government has no obligation to make lease or installment purchase payments in future years unless money is appropriated
for such purpose on a periodic basis. In the case of a “non-appropriation” lease, a Fund’s ability to recover under the lease in the event of non-appropriation or default likely will be limited to the repossession of the leased
property in the event that foreclosure proves difficult.
Tender option bonds are municipal securities having
relatively long maturities and bearing interest at a fixed interest rate substantially higher than prevailing short-term tax-exempt rates that is coupled with the agreement of a third party, such as a bank, broker-dealer or other financial
institution, to grant the security holders the option, at periodic intervals, to tender their securities to the institution and receive the face value thereof. The financial institution receives periodic fees equal to the difference between the
municipal security’s coupon rate and the rate that would cause the security to trade at face value on the date of determination.
There are variations in the quality of municipal
securities, both within a particular classification and between classifications, and the rates of return on municipal securities can depend on a variety of factors, including general money market conditions, the financial condition of the issuer,
general conditions of the municipal bond market, the size of a particular offering, the maturity of the obligation, and the rating of the issue. The ratings of NRSROs represent their opinions as to the quality of municipal securities. It should be
emphasized, however, that these ratings are general and are not absolute standards of quality, and municipal securities with the same maturity, interest rate, and rating may have different rates of return while municipal securities of the same
maturity and interest rate with different ratings may have the same rate of return. The municipal bond market is characterized by a large number of different issuers, many having smaller sized bond issues, and a wide choice of different maturities
within each issue. For these reasons, most municipal bonds do not trade on a daily basis and many trade only rarely. Because many of these bonds trade infrequently, the spread between the bid and offer may be wider and the time needed to develop a
bid or an offer may be longer than for other security markets. See Appendix A for a discussion of securities ratings. (See
Types of Investments – Debt Obligations
.)
Standby Commitments.
Standby commitments are securities under which a purchaser, usually a bank or broker-dealer, agrees to purchase, for a fee, an amount of a Fund’s municipal obligations. The amount payable by a
bank or broker-dealer to purchase securities subject to a standby commitment typically will be substantially the same as the value of the underlying municipal securities. A Fund may pay for standby commitments either separately in cash or by paying
a higher price for portfolio securities that are acquired subject to such a commitment.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with standby commitments include: Counterparty Risk, Market Risk and Municipal Securities Risk.
Taxable Municipal Obligations.
Interest or other investment return is subject to federal income tax for certain types of municipal obligations for a variety of reasons. These municipal obligations do not qualify for the federal
income tax exemption because (a) they did not receive necessary authorization for tax-exempt treatment from state or local government authorities, (b) they exceed certain regulatory limitations on the cost of issuance for tax-exempt financing or (c)
they finance public or private activities that do not qualify for the federal income tax exemption. These non-qualifying activities might include, for example, certain types of multi-family housing, certain professional and local sports facilities,
refinancing of certain municipal debt, and borrowing to replenish a municipality’s underfunded pension plan.
See Appendix A for a discussion of securities
ratings. (See
Types of Investments – Debt Obligations
.)
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Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with municipal securities include: Credit Risk, Inflation Risk, Interest Rate Risk, Market Risk and Municipal Securities Risk.
Participation Interests
Participation interests (also called pass-through certificates or
securities) represent an interest in a pool of debt obligations, such as municipal bonds or notes that have been “packaged” by an intermediary, such as a bank or broker-dealer. Participation interests typically are issued by partnerships
or trusts through which a Fund receives principal and interest payments that are passed through to the holder of the participation interest from the payments made on the underlying debt obligations. The purchaser of a participation interest receives
an undivided interest in the underlying debt obligations. The issuers of the underlying debt obligations make interest and principal payments to the intermediary, as an initial purchaser, which are passed through to purchasers in the secondary
market, such as a Fund. Mortgage-backed securities are a common type of participation interest. Participation interests may be structured as fixed-, variable- or floating-rate obligations or as zero-coupon, pay-in- kind and step-coupon securities
and may be privately placed or publicly offered. See
Types of Investments – Variable- and Floating-Rate Obligations, – Debt Obligations – Zero-Coupon, Pay-in-Kind and Step-Coupon
Securities
and
– Private Placement and Other Restricted Securities
for more information.
Loan participations also are a type of participation
interest. Loans, loan participations, and interests in securitized loan pools are interests in amounts owed by a corporate, governmental, or other borrower to a lender or consortium of lenders (typically banks, insurance companies, investment banks,
government agencies, or international agencies).
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with loan participations include: Confidential Information Access Risk, Credit Risk and Interest Rate Risk.
Partnership Securities
The Fund may invest in securities issued by publicly traded
partnerships or master limited partnerships or limited liability companies (together referred to as “PTPs/MLPs”). These entities are limited partnerships or limited liability companies that may be publicly traded on stock exchanges or
markets such as the NYSE, the NYSE Alternext US LLC (“NYSE Alternext”) (formerly the American Stock Exchange) and NASDAQ. PTPs/MLPs often own businesses or properties relating to energy, natural resources or real estate, or may be
involved in the film industry or research and development activities. Generally PTPs/MLPs are operated under the supervision of one or more managing partners or members. Limited partners, unit holders, or members (such as a fund that invests in a
partnership) are not involved in the day-to-day management of the company. Limited partners, unit holders, or members are allocated income and capital gains associated with the partnership project in accordance with the terms of the partnership or
limited liability company agreement.
At times
PTPs/MLPs may potentially offer relatively high yields compared to common stocks. Because PTPs/MLPs are generally treated as partnerships or similar limited liability “pass-through” entities for tax purposes, they do not ordinarily pay
income taxes, but pass their earnings on to unit holders (except in the case of some publicly traded firms that may be taxed as corporations).
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with partnership securities include: Interest Rate Risk, Issuer Risk, Liquidity Risk and Market Risk.
Preferred Stock
Preferred stock represents units of ownership of a corporation that
frequently have dividends that are set at a specified rate. Preferred stock has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock shares some of the characteristics of both debt and equity.
Preferred stock ordinarily does not carry voting rights. Most preferred stock is cumulative; if dividends are passed (
i.e.
, not paid for any reason), they accumulate and must be paid before common stock
dividends. Participating preferred stock entitles its holders to share in profits above and beyond the declared dividend, along with common shareholders, as distinguished from nonparticipating preferred stock, which is limited to the stipulated
dividend. Convertible preferred stock is exchangeable for a given number of shares of common stock and thus tends to be more volatile than nonconvertible preferred stock, which generally behaves more like a fixed income bond. Preferred stock may be
privately placed or publicly offered. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on
which the stock trades. See
Types of Investments – Private Placement and Other Restricted Securities
for more information.
Auction preferred stock (APS) is a type of
adjustable-rate preferred stock with a dividend determined periodically in a Dutch auction process by corporate bidders. An APS is distinguished from standard preferred stock because its dividends change from time to time. Shares typically are
bought and sold at face values generally ranging from $100,000 to $500,000 per share. Holders of APS may not be able to sell their shares if an auction fails, such as when there are more shares of APS for sale at an auction than there are purchase
bids.
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Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with preferred stock include: Convertible Securities Risk, Issuer Risk, Liquidity Risk and Market Risk.
Trust-Preferred Securities.
Trust-preferred securities, also known as trust-issued securities, are securities that have characteristics of both debt and equity instruments and are typically treated by the Funds as debt
investments.
Generally, trust-preferred
securities are cumulative preferred stocks issued by a trust that is created by a financial institution, such as a bank holding company. The financial institution typically creates the trust with the objective of increasing its capital by issuing
subordinated debt to the trust in return for cash proceeds that are reflected on the financial institutions balance sheet.
The primary asset owned by the trust is the
subordinated debt issued to the trust by the financial institution. The financial institution makes periodic interest payments on the debt as discussed further below. The financial institution will subsequently own the trust’s common
securities, which may typically represent a small percentage of the trust’s capital structure. The remainder of the trust’s capital structure typically consists of trust-preferred securities which are sold to investors. The trust uses
the sales proceeds to purchase the subordinated debt issued by the financial institution. The financial institution uses the proceeds from the subordinated debt sale to increase its capital while the trust receives periodic interest payments from
the financial institution for holding the subordinated debt.
The trust uses the interest received to make
dividend payments to the holders of the trust-preferred securities. The dividends are generally paid on a quarterly basis and are often higher than other dividends potentially available on the financial institution’s common stocks. The
interests of the holders of the trust-preferred securities are senior to those of common stockholders in the event that the financial institution is liquidated, although their interests are typically subordinated to those of other holders of other
debt issued by the institution.
The primary
benefit for the financial institution in using this particular structure is that the trust-preferred securities issued by the trust are treated by the financial institution as debt securities for tax purposes (as a consequence of which the expense
of paying interest on the securities is tax deductible), but are treated as more desirable equity securities for purposes of the calculation of capital requirements.
In certain instances, the structure involves more
than one financial institution and thus, more than one trust. In such a pooled offering, an additional separate trust may be created. This trust will issue securities to investors and use the proceeds to purchase the trust-preferred securities
issued by other trust subsidiaries of the participating financial institutions. In such a structure, the trust-preferred securities held by the investors are backed by other trust-preferred securities issued by the trust subsidiaries.
If a financial institution is financially unsound
and defaults on interest payments to the trust, the trust will not be able to make dividend payments to holders of the trust-preferred securities such as the Fund, as the trust typically has no business operations other than holding the subordinated
debt issued by the financial institution(s) and issuing the trust-preferred securities and common stock backed by the subordinated debt.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with trust-preferred securities include: Credit Risk, Interest Rate Risk, Liquidity Risk and Prepayment and Extension Risk.
Private Placement and Other Restricted
Securities
Private placement securities are securities that
have been privately placed and are not registered under the 1933 Act. They are generally eligible for sale only to certain eligible investors. Private placements often may offer attractive opportunities for investment not otherwise available on the
open market. Private placement and other “restricted” securities often cannot be sold to the public without registration under the 1933 Act or the availability of an exemption from registration (such as Rules 144 or 144A), or they are
“not readily marketable” because they are subject to other legal or contractual delays in or restrictions on resale. Asset-backed securities, common stock, convertible securities, corporate debt securities, foreign securities, high-yield
securities, money market instruments, mortgage-backed securities, municipal securities, participation interests, preferred stock and other types of equity and debt instruments may be privately placed or restricted securities.
Private placements typically may be sold only to
qualified institutional buyers or, in the case of the initial sale of certain securities, such as those issued in collateralized debt obligations or collateralized loan obligations, to accredited investors (as defined in Rule 501(a) under the 1933
Act), or in a privately negotiated transaction or to a limited number of qualified purchasers, or in limited quantities after they have been held for a specified period of time and other conditions are met pursuant to an exemption from
registration.
Although one or more of the
other risks described in this SAI may also apply, the risks typically associated with private placement and other restricted securities include: Issuer Risk, Liquidity Risk, Market Risk and Confidential Information Access Risk.
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Real Estate Investment Trusts
Real estate investment trusts (REITs) are pooled investment
vehicles that manage a portfolio of real estate or real estate related loans to earn profits for their shareholders. REITs are generally classified as equity REITs, mortgage REITs or a combination of equity and mortgage REITs. Equity REITs invest
the majority of their assets directly in real property, such as shopping centers, nursing homes, office buildings, apartment complexes, and hotels, and derive income primarily from the collection of rents. Equity REITs can also realize capital gains
by selling properties that have appreciated in value. Mortgage REITs invest the majority of their assets in real estate mortgages and derive income from the collection of interest payments. REITs can be subject to extreme volatility due to
fluctuations in the demand for real estate, changes in interest rates, and adverse economic conditions.
Partnership units of real estate and other types of
companies sometimes are organized as master limited partnerships in which ownership interests are publicly traded.
Similar to regulated investment companies, REITs are
not taxed on income distributed to shareholders provided they comply with certain requirements under the Code. The failure of a REIT to continue to qualify as a REIT for tax purposes can materially affect its value. A Fund will indirectly bear its
proportionate share of any expenses paid by a REIT in which it invests. REITs often do not provide complete tax information until after the calendar year-end. Consequently, because of the delay, it may be necessary for a Fund investing in REITs to
request permission to extend the deadline for issuance of Forms 1099-DIV beyond January 31. In the alternative, amended Forms 1099-DIV may be sent.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with REITs include: Interest Rate Risk, Issuer Risk, Market Risk and Real Estate-Related Investment Risk.
Repurchase Agreements
Repurchase agreements are agreements under which a Fund acquires a
security for a relatively short period of time (usually within seven days) subject to the obligation of a seller to repurchase and a Fund to resell such security at a fixed time and price (representing the Fund’s cost plus interest). The
repurchase agreement specifies the yield during the purchaser’s holding period. Repurchase agreements also may be viewed as loans made by a Fund that are collateralized by the securities subject to repurchase, which may consist of a variety of
security types. A Fund typically will enter into repurchase agreements only with commercial banks, registered broker-dealers and the Fixed Income Clearing Corporation. Such transactions are monitored to ensure that the value of the underlying
securities will be at least equal at all times to the total amount of the repurchase obligation, including any accrued interest.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with repurchase agreements include: Counterparty Risk, Credit Risk, Issuer Risk, Market Risk and Repurchase Agreements Risk.
Reverse Repurchase Agreements
Reverse repurchase agreements are agreements under which a Fund
temporarily transfers possession of a portfolio instrument to another party, such as a bank or broker-dealer, in return for cash. At the same time, the Fund agrees to repurchase the instrument at an agreed-upon time (normally within 7 days) and
price which reflects an interest payment. A Fund generally retains the right to interest and principal payments on the security. Reverse repurchase agreements also may be viewed as borrowings made by a Fund.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with reverse repurchase agreements include: Credit Risk, Interest Rate Risk, Issuer Risk, Leverage Risk, Market Risk and Reverse Repurchase Agreements Risk.
Short Sales
A Fund may sometimes sell securities short when it owns an equal
amount of the securities sold short. This is a technique known as selling short “against the box.” If a Fund makes a short sale “against the box,” it would not immediately deliver the securities sold and would not receive the
proceeds from the sale. The seller is said to have a short position in the securities sold until it delivers the securities sold, at which time it receives the proceeds of the sale. To secure its obligation to deliver securities sold short, a Fund
will deposit in escrow in a separate account with the custodian an equal amount of the securities sold short or securities convertible into or exchangeable for such securities. A Fund can close out its short position by purchasing and delivering an
equal amount of the securities sold short, rather than by delivering securities already held by a Fund, because a Fund might want to continue to receive interest and dividend payments on securities in its portfolio that are convertible into the
securities sold short.
Short sales
“against the box” entail many of the same risks and considerations described below regarding short sales not “against the box.” However, when a Fund sells short “against the box” it typically limits the amount of
its effective leverage. A Fund’s decision to make a short sale “against the box” may be a technique to hedge against market risks when a Fund’s portfolio manager believes that the price of a security may decline, causing a
decline in the value of a security owned by a Fund or a
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security convertible into or exchangeable for such security. In
such case, any future losses in a Fund’s long position would be reduced by a gain in the short position. The extent to which such gains or losses in the long position are reduced will depend upon the amount of securities sold short relative to
the amount of the securities a Fund owns, either directly or indirectly, and, in the case where a Fund owns convertible securities, changes in the investment values or conversion premiums of such securities.
Subject to its fundamental and non-fundamental
investment policies, a Fund may engage in short sales that are not “against the box,” which are sales by a Fund of securities, contracts or instruments that it does not own in hopes of purchasing the same security, contract or instrument
at a later date at a lower price. The technique is also used to protect a profit in a long-term position in a security, commodity futures contract or other instrument. To make delivery to the buyer, a Fund must borrow or purchase the security. If
borrowed, a Fund is then obligated to replace the security borrowed from the third party, so a Fund must purchase the security at the market price at a later time. If the price of the security has increased during this time, then a Fund will incur a
loss equal to the increase in price of the security from the time of the short sale plus any premiums and interest paid to the third party. (Until the security is replaced, a Fund is required to pay to the lender amounts equal to any dividends or
interest which accrue during the period of the loan. To borrow the security, a Fund also may be required to pay a premium, which would increase the cost of the security sold. The proceeds of the short sale will be retained by the broker, to the
extent necessary to meet the margin requirements, until the short position is closed out.) Short sales of forward commitments and derivatives do not involve borrowing a security. These types of short sales may include futures, options, contracts for
differences, forward contracts on financial instruments and options such as contracts, credit-linked instruments, and swap contracts.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with short sales include: Leverage Risk, Market Risk and Short Positions Risk.
Sovereign Debt
Sovereign debt obligations are issued or guaranteed by foreign
governments or their agencies. It may be in the form of conventional securities or other types of debt instruments such as loans or loan participations. A sovereign debtor’s willingness or ability to repay principal and pay interest in a
timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign exchange on the date a payment is due, the relative size of the debt service burden to the
economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be subject. (See also
Types of Investments –
Foreign Securities
.) In addition, there may be no legal recourse against a sovereign debtor in the event of a default.
Sovereign debt includes Brady Bonds, which are
securities issued under the framework of the Brady Plan, an initiative announced by former U.S. Treasury Secretary Nicholas F. Brady in 1989 as a mechanism for debtor nations to restructure their outstanding external commercial bank
indebtedness.
Although one or more of the
other risks described in this SAI may also apply, the risks typically associated with sovereign debt include: Credit Risk, Emerging Markets Securities Risk, Foreign Securities Risk, Issuer Risk and Market Risk.
Standby Commitments
See
Types of
Investments – Municipal Securities
above.
U.S. Government and Related Obligations
U.S. Government obligations include U.S. Treasury obligations and
securities issued or guaranteed by various agencies of the U.S. Government or by various agencies or instrumentalities established or sponsored by the U.S. Government. U.S. Treasury obligations and securities issued or guaranteed by various agencies
or instrumentalities of the U.S. Government differ in their interest rates, maturities and time of issuance, as well as with respect to whether they are guaranteed by the U.S. Government. U.S. Government and related obligations may be structured as
fixed-, variable- or floating-rate obligations. See
Types of Investments – Variable- and Floating-Rate Obligations
for more information.
Investing in U.S. Government and related obligations
is subject to certain risks. While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk
that the U.S. Government may be, or be perceived to be, unable or unwilling to honor its financial obligations, such as making payments). Securities issued or guaranteed by federal agencies and U.S. Government-sponsored instrumentalities may or may
not be backed by the full faith and credit of the U.S. Government. These securities may be supported by the ability to borrow from the U.S. Treasury or only by the credit of the issuing agency or instrumentality and, as a result, may be subject to
greater credit risk than securities issued or guaranteed by the U.S. Treasury. Obligations of U.S. Government agencies, authorities, instrumentalities and sponsored enterprises historically have involved limited risk of loss of principal if held to
maturity. However, no assurance can be given that the U.S. Government would provide financial support to any of these entities if it is not obligated to do so by law.
Government-sponsored entities issuing securities
include privately owned, publicly chartered entities created to reduce borrowing costs for certain sectors of the economy, such as farmers, homeowners, and students. They include the Federal Farm Credit Bank System, Farm Credit Financial Assistance
Corporation, Fannie Mae, Freddie Mac, Student Loan Marketing
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Association (SLMA), and Resolution Trust Corporation (RTC).
Government-sponsored entities may issue discount notes (with maturities ranging from overnight to 360 days) and bonds. On September 7, 2008, the Federal Housing Finance Agency (FHFA), an agency of the U.S. Government, placed Fannie Mae and Freddie
Mac into conservatorship, a statutory process with the objective of returning the entities to normal business operations. FHFA will act as the conservator to operate the enterprises until they are stabilized.
On August 5, 2011, S& P lowered its long-term
sovereign credit rating for the United States of America to “AA+” from “AAA”. Because a Fund may invest in U.S. Government obligations, the value of its shares may be adversely affected by S&P’s downgrade or any
future downgrades of the U.S. Government’s credit rating. The long-term impact of the downgrade is uncertain. See Appendix A for a description of securities ratings.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with U.S. Government and related obligations include: Credit Risk, Inflation Risk, Interest Rate Risk, Prepayment and Extension Risk, Reinvestment Risk and U.S. Government Obligations
Risk.
Variable- and Floating-Rate
Obligations
Variable- and floating-rate obligations are debt
instruments that provide for periodic adjustments in the interest rate and, under certain circumstances, varying principal amounts. Unlike a fixed interest rate, a variable, or floating, rate is one that rises and declines based on the movement of
an underlying index of interest rates and may pay interest at rates that are adjusted periodically according to a specified formula. Variable- or floating-rate securities frequently include a demand feature enabling the holder to sell the securities
to the issuer at par. In many cases, the demand feature can be exercised at any time. Some securities that do not have variable or floating interest rates may be accompanied by puts producing similar results and price characteristics. Variable-rate
demand notes include master demand notes that are obligations that permit the investor to invest fluctuating amounts, which may change daily without penalty, pursuant to direct arrangements between the investor (as lender), and the borrower. The
interest rates on these notes fluctuate. The issuer of such obligations normally has a corresponding right, after a given period, to prepay in its discretion the outstanding principal amount of the obligations plus accrued interest upon a specified
number of days’ notice to the holders of such obligations. Because these obligations are direct lending arrangements between the lender and borrower, it is not contemplated that such instruments generally will be traded. There generally is not
an established secondary market for these obligations. Accordingly, where these obligations are not secured by letters of credit or other credit support arrangements, the lender’s right to redeem is dependent on the ability of the borrower to
pay principal and interest on demand. Such obligations frequently are not rated by credit rating agencies and may involve heightened risk of default by the issuer. Asset-backed securities, bank obligations, convertible securities, corporate debt
securities, foreign securities, high-yield securities, money market instruments, mortgage-backed securities, municipal securities, participation interests, stripped securities, U.S. Government and related obligations and other types of debt
instruments may be structured as variable- and floating-rate obligations.
Most floating rate loans are acquired directly from
the agent bank or from another holder of the loan by assignment. Most such loans are secured, and most impose restrictive covenants on the borrower. These loans are typically made by a syndicate of banks and institutional investors, represented by
an agent bank which has negotiated and structured the loan and which is responsible generally for collecting interest, principal, and other amounts from the borrower on its own behalf and on behalf of the other lending institutions in the syndicate,
and for enforcing its rights and the rights of the syndicate against the borrower. Each of the lending institutions, including the agent bank, lends to the borrower a portion of the total amount of the loan, and retains the corresponding interest in
the loan. Floating rate loans may include delayed draw term loans and prefunded or synthetic letters of credit.
A Fund’s ability to receive payments of
principal and interest and other amounts in connection with loans held by it will depend primarily on the financial condition of the borrower. The failure by the Fund to receive scheduled interest or principal payments on a loan would adversely
affect the income of the Fund and would likely reduce the value of its assets, which would be reflected in a reduction in the Fund’s NAV. Banks and other lending institutions generally perform a credit analysis of the borrower before
originating a loan or purchasing an assignment in a loan. In selecting the loans in which the Fund will invest, however, the Investment Manager will not rely on that credit analysis of the agent bank, but will perform its own investment analysis of
the borrowers. The Investment Manager’s analysis may include consideration of the borrower’s financial strength and managerial experience, debt coverage, additional borrowing requirements or debt maturity schedules, changing financial
conditions, and responsiveness to changes in business conditions and interest rates. Investments in loans may be of any quality, including “distressed” loans, and will be subject to the Fund’s credit quality policy.
Loans may be structured in different forms,
including assignments and participations. In an assignment, a Fund purchases an assignment of a portion of a lender’s interest in a loan. In this case, the Fund may be required generally to rely upon the assigning bank to demand payment and
enforce its rights against the borrower, but would otherwise be entitled to all of such bank’s rights in the loan.
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The borrower of a loan may, either at its own
election or pursuant to terms of the loan documentation, prepay amounts of the loan from time to time. There is no assurance that a Fund will be able to reinvest the proceeds of any loan prepayment at the same interest rate or on the same terms as
those of the original loan.
Corporate loans in
which a Fund may purchase a loan assignment are made generally to finance internal growth, mergers, acquisitions, recapitalizations, stock repurchases, leveraged buy-outs, dividend payments to sponsors and other corporate activities. The highly
leveraged capital structure of certain borrowers may make such loans especially vulnerable to adverse changes in economic or market conditions. The Fund may hold investments in loans for a very short period of time when opportunities to resell the
investments that a Fund’s Portfolio Manager believes are attractive arise.
Certain of the loans acquired by a Fund may involve
revolving credit facilities under which a borrower may from time to time borrow and repay amounts up to the maximum amount of the facility. In such cases, the Fund would have an obligation to advance its portion of such additional borrowings upon
the terms specified in the loan assignment. To the extent that the Fund is committed to make additional loans under such an assignment, it will at all times designate cash or securities in an amount sufficient to meet such commitments.
Notwithstanding its intention in certain situations
to not receive material, non-public information with respect to its management of investments in floating rate loans, the Investment Manager may from time to time come into possession of material, non-public information about the issuers of loans
that may be held in a Fund’s portfolio. Possession of such information may in some instances occur despite the Investment Manager’s efforts to avoid such possession, but in other instances the Investment Manager may choose to receive
such information (for example, in connection with participation in a creditors’ committee with respect to a financially distressed issuer). As, and to the extent, required by applicable law, the Investment Manager’s ability to trade in
these loans for the account of the Fund could potentially be limited by its possession of such information. Such limitations on the Investment Manager’s ability to trade could have an adverse effect on the Fund by, for example, preventing the
Fund from selling a loan that is experiencing a material decline in value. In some instances, these trading restrictions could continue in effect for a substantial period of time.
In some instances, other accounts managed by the
Investment Manager may hold other securities issued by borrowers whose floating rate loans may be held in a Fund’s portfolio. These other securities may include, for example, debt securities that are subordinate to the floating rate loans held
in the Fund’s portfolio, convertible debt or common or preferred equity securities.
In certain circumstances, such as if the credit
quality of the issuer deteriorates, the interests of holders of these other securities may conflict with the interests of the holders of the issuer’s floating rate loans. In such cases, the Investment Manager may owe conflicting fiduciary
duties to the Fund and other client accounts. The Investment Manager will endeavor to carry out its obligations to all of its clients to the fullest extent possible, recognizing that in some cases certain clients may achieve a lower economic return,
as a result of these conflicting client interests, than if the Investment Manager’s client accounts collectively held only a single category of the issuer’s securities.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with variable- or floating-rate obligations include: Counterparty Risk, Credit Risk, Interest Rate Risk, Liquidity Risk and Prepayment and Extension Risk.
Warrants and Rights
Warrants and rights are types of securities that give a holder a
right to purchase shares of common stock. Warrants usually are issued together with a bond or preferred stock and entitle a holder to purchase a specified amount of common stock at a specified price typically for a period of years. Rights usually
have a specified purchase price that is lower than the current market price and entitle a holder to purchase a specified amount of common stock typically for a period of only weeks. Warrants may be used to enhance the marketability of a bond or
preferred stock. Warrants do not carry with them the right to dividends or voting rights and they do not represent any rights in the assets of the issuer. Warrants may be considered to have more speculative characteristics than certain other types
of investments. In addition, the value of a warrant does not necessarily change with the value of the underlying securities, and a warrant ceases to have value if it is not exercised prior to its expiration date, if any.
The potential exercise price of warrants or rights
may exceed their market price, such as when there is no movement in the market price or the market price of the common stock declines.
Although one or more of the other risks described in
this SAI may also apply, the risks typically associated with warrants and rights include: Convertible Securities Risk, Counterparty Risk, Credit Risk, Issuer Risk and Market Risk.
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Information Regarding Risks
The following is a summary of risks of investing in
the Funds and the risk characteristics associated with the various investment instruments available to the Funds for investment. A Fund’s risk profile is largely defined by the Fund’s primary portfolio holdings and principal investment
strategies (for the description of a Fund’s principal investment strategies and principal risks, please see that Fund’s prospectus). However, the Funds are allowed to use securities, instruments, other assets and investments, strategies
and techniques other than those described in the Fund’s principal investment strategies, subjecting the Fund to the risks associated with these securities, instruments, other assets and investments, strategies and techniques.
An investment in the Funds is not a bank deposit and
is not insured or guaranteed by any bank, the FDIC or any other government agency. One or more of the following risks may be associated with an investment in a Fund at any time:
Active Management Risk.
The Fund is actively managed and its performance therefore will reflect, in part, the ability of the portfolio managers to make investment decisions that will achieve the Fund’s investment objective. Due to its
active management, the Fund could underperform its benchmark index and/or other funds with similar investment objectives and/or strategies.
Activist Strategies Risk.
The Fund may purchase securities of a company that is the subject of a proxy contest or which activist investors are attempting to influence, in the expectation that new management or a change in business strategies
will cause the price of the company’s securities to increase. If the proxy contest, or the new management, is not successful, the market price of the company’s securities will typically fall.
In addition, where an acquisition or restructuring
transaction or proxy fight is opposed by the subject company’s management, the transaction often becomes the subject of litigation. Such litigation involves substantial uncertainties and may impose substantial cost and expense on the
Fund.
Allocation Risk.
For any Fund that uses an asset allocation strategy in pursuit of its investment objective, there is a risk that the Fund's allocation among asset classes, investments, managers, strategies and/or investment styles will
cause the Fund's shares to lose value or cause the Fund to underperform other funds with similar investment objectives and/or strategies, or that the investments themselves will not produce the returns expected.
Alternative Strategies Investment
Risk.
An investment in alternative investment strategies (Alternative Strategies), whether through direct investment or through one or more underlying funds that use Alternative Strategies, involves risks, which may
be significant. Alternative Strategies may include strategies, instruments or other assets, such as derivatives, that seek investment returns uncorrelated with the broad equity and fixed income/debt markets, as well as those providing exposure to
other markets (such as commodity markets), including but not limited to absolute (positive) return strategies. Alternative Strategies may fail to achieve their desired performance, market or other exposure, or their returns (or lack thereof) may be
more correlated with the broad equity and/or fixed income/debt markets than was anticipated, and the Fund may lose money. Some Alternative Strategies may be considered speculative.
Arbitrage Strategies Risk.
The Fund may purchase securities at prices only slightly below the anticipated value to be paid or exchanged for such securities in a merger, exchange offer or cash tender offer, and substantially above the prices at
which such securities traded immediately prior to announcement of the transaction. If there is a perception that the proposed transaction will not be consummated or will be delayed, the market price of the security may decline sharply, which would
result in a loss to the Fund. In addition, if the manager determines that the offer is likely to be increased, either by the original bidder or by another party, the Fund may purchase securities above the offer price; such purchases are subject to a
high degree of risk.
The consummation
of mergers and tender and exchange offers can be prevented or delayed by a variety of factors, including opposition by the management or shareholders of the target company, private litigation or litigation involving regulatory agencies, and approval
or non-action of regulatory agencies. The likelihood of occurrence of these and other factors, and their impact on an investment, can be very difficult to evaluate.
Bankruptcy Process and Trade Claims Risk.
The Fund may purchase bankruptcy claims. There are a number of significant risks inherent in the bankruptcy process. The effect of a bankruptcy filing on a company may adversely and permanently affect the company and
cause it to be incapable of restoring itself as a viable business. Many events in a bankruptcy are the product of contested matters and adversarial proceedings. The duration of a bankruptcy proceeding is difficult to predict and a creditor’s
return on investment can be adversely affected by delays while the plan of reorganization is being finalized. The administrative costs in connection with a bankruptcy proceeding are frequently high and are paid out of the debtor’s estate
before any return to creditors. The Fund may also purchase trade claims against companies, including companies in bankruptcy or reorganization proceedings, which include claims of suppliers for unpaid goods delivered, claims for unpaid services
rendered, claims for contract rejection damages and claims related to litigation. An investment in trade claims is very speculative, illiquid, and carries a high degree of risk. The markets in trade claims are generally not regulated by U.S. federal
securities laws or the SEC.
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Changing Distribution Level Risk.
The Fund will normally receive income which may include interest, dividends and/or capital gains, depending upon its investments. The amount of the distributions the Fund pays will vary and generally depends on the
amount of income the Fund earns (less expenses) on the loans and securities it holds, and capital gains or losses it recognizes. A decline in the Fund’s income or net capital gains from its investments will
reduce its distribution level.
Closed-End Investment Company Risk.
Closed-end investment companies frequently trade at a discount to their NAV, which may affect whether the Fund will realize gain or loss upon its sale of the closed-end investment company’s shares. Closed-end
investment companies may employ leverage, which also subjects the closed-end investment company to increased risks such as increased volatility.
Commodity-related Investment Risk.
The value of commodities investments will generally be affected by overall market movements and factors specific to a particular industry or commodity, which may include demand for the commodity, weather, embargoes,
tariffs, and economic health, political, international, regulatory and other developments. Economic and other events (whether real or perceived) can reduce the demand for commodities, which may, in turn, reduce market prices and cause the value of
Fund shares to fall. The frequency and magnitude of such changes cannot be predicted. Exposure to commodities and commodities markets may subject the value of the Fund's investments to greater volatility than other types of investments. No, or
limited, active trading market may exist for certain commodities investments, which may impair the ability to sell or to realize the full value of such investments in the event of the need to liquidate such investments. In addition, adverse market
conditions may impair the liquidity of actively traded commodities investments. Certain types of commodities instruments are subject to the risk that the counterparty to the instrument may not perform or be unable to perform in accordance with the
terms of the instrument. The Fund may make commodity-related investments through, and may invest in one or more underlying funds that make commodity-related investments through, one or more wholly-owned subsidiaries organized outside the U.S. that
are generally not subject to U.S. laws (including securities laws) and their protections. However, any such subsidiary is wholly owned and controlled by the Fund and any underlying fund subsidiary is wholly-owned and controlled by the underlying
fund, making it unlikely that the subsidiary will take action contrary to the interests of the Fund or the underlying fund and their shareholders. Further, any such subsidiaries will be subject to the laws of a foreign jurisdiction, and can be
adversely affected by developments in that jurisdiction.
Concentration Risk.
To the extent that the Fund concentrates its investment in particular issuers, countries, geographic regions, industries or sectors, the Fund may be subject to greater risks of adverse developments in such areas of focus than a fund that invests in
a wider variety of issuers, countries, geographic regions, industries, sectors or investments.
Confidential Information Access Risk.
In many instances, issuers of floating rate loans offer to furnish material, non-public information (Confidential Information) to prospective purchasers or holders of the issuer’s floating rate loans to help
potential investors assess the value of the loan. Portfolio managers may avoid the receipt of Confidential Information about the issuers of floating rate loans being considered for acquisition by the Fund, or held in the Fund. A decision not to
receive Confidential Information from these issuers may disadvantage the Fund as compared to other floating rate loan investors, and may adversely affect the price the Fund pays for the loans it purchases, or the price at which the Fund sells the
loans. Further, in situations when holders of floating rate loans are asked, for example, to grant consents, waivers or amendments, the ability to assess the desirability of such consents, waivers or amendments may be compromised. For these and
other reasons, it is possible that the decision not to receive Confidential Information could adversely affect the Fund’s performance.
Convertible Securities Risk.
Convertible securities are subject to the usual risks associated with debt instruments, such as interest rate risk (the risk of losses attributable to changes in interest rates) and credit risk (the risk that the issuer
of a debt instrument will default or otherwise become unable, or be perceived to be unable or unwilling, to honor a financial obligation, such as making payments to the Fund when due). Convertible securities also react to changes in the value of the
common stock into which they convert, and are thus subject to market risk (the risk that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise). Because the value of a
convertible security can be influenced by both interest rates and the common stock's market movements, a convertible security generally is not as sensitive to interest rates as a similar debt instrument, and generally will not vary in value in
response to other factors to the same extent as the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would typically be paid before the company's common stockholders but after holders
of any senior debt obligations of the company. The Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund's return.
Counterparty Risk.
The risk exists that a counterparty to a financial instrument held by the Fund or by a special purpose or structured vehicle in which the Fund invests may become insolvent or otherwise fail to perform its obligations
due to financial difficulties, including making payments to the Fund. The Fund may obtain no or limited recovery in a bankruptcy or other reorganizational proceedings, and any recovery may be significantly delayed. Transactions that the Fund enters
into may involve counterparties in the financial services sector and, as a result, events affecting the financial services sector may cause the Fund’s share value to fluctuate.
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Credit Risk.
Credit
risk is the risk that the value of loans or other debt instruments may decline if the borrower or the issuer thereof defaults or otherwise becomes unable or unwilling, or is perceived to be unable or unwilling, to honor its financial obligations,
such as making payments to the Fund when due. Various factors could affect the actual or perceived willingness or ability of the borrower or the issuer to make timely interest or principal payments, including changes in the financial condition of
the borrower or the issuer or in general economic conditions. Fixed-income securities backed by an issuer's taxing authority may be subject to legal limits on the issuer's power to increase taxes or otherwise to raise revenue, or may be dependent on
legislative appropriation or government aid. Certain fixed-income securities are backed only by revenues derived from a particular project or source, rather than by an issuer's taxing authority, and thus may have a greater risk of default. Rating
agencies assign credit ratings to certain loans and fixed-income instruments to indicate their credit risk. Lower quality or unrated loans or securities held by the Fund may present increased credit risk as compared to higher-rated loans or
securities. Non-investment grade loans or fixed-income instruments (commonly called “high-yield” or “junk”) may be subject to greater price fluctuations and are more likely to experience a default than investment grade loans
or fixed-income instruments and therefore may expose the Fund to increased credit risk. If the Fund purchases unrated loans or fixed-income securities, or if the ratings of such investments held by the Fund are lowered after purchase, the Fund will
depend on analysis of credit risk more heavily than usual. If the issuer of a loan declares bankruptcy or is declared bankrupt, there may be a delay before the Fund can act on the collateral securing the loan, which may adversely affect the Fund.
Further, there is a risk that a court could take action with respect to a loan that is adverse to the holders of the loan. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the
refund of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price
approximating the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating
expenses and adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower.
Cybersecurity Breaches and Technology and Related
Systems Failure Risk.
The Funds and their service providers, including but not limited to the Investment Manager (in its role as investment adviser and/or administrator to the Funds), Ameriprise Financial (the
Investment Manager’s parent company), any investment subadvisers, the Distributor, the Transfer Agent, the Custodian, and other service providers, as well as their underlying service providers (collectively, the Service Providers), are heavily
dependent on proprietary and third-party technology and infrastructure and related operational and information systems, networks, computers, devices, programs, applications, data and functions (collectively, Systems) to perform necessary business
activities. The Systems that the Funds and the Service Providers (referred to herein as we, us and our) rely upon may be vulnerable to many threats, breaches and failures, some of which may be outside of our control, including significant damage and
disruption arising from Systems failures or cybersecurity breaches. Systems failures include malfunctions, user error, conduct (or misconduct) of or arising from employees and agents, and failures arising from cybersecurity breaches, natural
disasters, or other actions or events (whether foreseeable or unforeseeable). Cybersecurity breaches include intentional (e.g., cyber-attacks, hacking, phishing scams, unauthorized payment requests) and unintentional events or activity (e.g., user
errors arising from or caused by us or our agents). Systems failures and cybersecurity breaches may result in (i) proprietary or confidential information or data being lost, misused, destroyed, stolen, released, corrupted or rendered unavailable,
including personal investor information (and that of beneficial owners of investors), (ii) unauthorized access to Systems and loss of operational capacity, including from, for example, denial-of-service attacks (i.e., efforts to make network
services unavailable to intended users), and (iii) the misappropriation of Fund or investor assets or sensitive information. Any such events could negatively impact our Systems and may have significant adverse impacts on the Funds and their
shareholders.
Systems failures and
cybersecurity breaches may cause delays or mistakes in materials provided to shareholders and may also interfere with or negatively impact the processing of Fund investor transactions, pricing of Fund investments, calculating Fund NAVs, and trading
within a Fund’s portfolio, while causing or subjecting us to reputational damage, violations of law, legal claims, regulatory fines, penalties, financial losses and reimbursement, expenses or other compensation and remediation costs, as well
as additional compliance, legal, and operational costs. Such events could negatively impact the Fund, its shareholders and affect our business, financial condition and performance or results of operations.
The trend toward broad consumer and general public
notification of Systems failures and cybersecurity breaches could exacerbate the harm to the Fund, its shareholders and our business, financial condition and performance or results of operations. Even if we successfully protect our Systems from
failures or cybersecurity breaches, we may incur significant expenses in connection with our responses to any such events, as well as the need for adoption, implementation and maintenance of appropriate security measures. We could also suffer harm
to our business and reputation if attempted or actual cybersecurity breaches are publicized. We cannot be certain that evolving threats from cyber-criminals and other cyber-threat actors, exploitation of new vulnerabilities in our Systems, or other
developments, or data thefts, System break-ins or inappropriate access will not compromise or breach the technology or other security measures protecting our Systems.
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To date, we have not experienced any material
Systems failures or cybersecurity breaches, however, we routinely encounter and address such threats. For example, in 2015 the then-available Columbia ETFs were for a period unable to price their portfolios due to a technology issue impacting the
ETFs’ third-party administrator. In another case, in 2014, Ameriprise Financial and other financial institutions experienced distributed denial-of-service attacks intended to disrupt clients’ online access. While Ameriprise Financial was
able to detect and respond to this incident without loss of client assets or information, Ameriprise Financial has since enhanced its security capabilities and will continue to assess its ability to monitor and respond to such threats. In addition
to the foregoing, the experiences of Ameriprise Financial and its affiliates with Systems failures, cybersecurity breaches and technology threats have included, as examples, phishing scams, introductions of malware, attempts at electronic break-ins,
and unauthorized payment requests. Systems failures and cybersecurity breaches may be difficult to detect, may go undetected for long periods or may never be detected. The impact of such events may be compounded over time. Although the Funds and the
Service Providers evaluate the materiality of Systems failures and cybersecurity breaches that it detects, the Funds and the Service Providers may conclude that some such events are not material and may choose not to address them. Such conclusions
may not prove to be correct.
Although we have
established business continuity/disaster recovery plans and systems (Continuity and Recovery Plans) designed to prevent or mitigate the effects of Systems failures and cybersecurity breaches, there are inherent limitations in Continuity and Recovery
Plans. These limitations include the possibility that certain risks have not been identified or that Continuity and Recovery Plans might not – despite testing and monitoring – operate as designed, be sufficient to stop or mitigate losses
or otherwise be unable to achieve their objectives. The Funds and their shareholders could be negatively impacted as a result. In addition, the Fund cannot control the Continuity and Recovery Plans of the Service Providers. As a result, there can be
no assurance that the Funds will not suffer losses relating to Systems failures or cybersecurity breaches affecting us in the future, particularly third-party service providers, as the Funds cannot control any Continuity and Recovery Plans or
cybersecurity defenses implemented by such parties.
Systems failures and cybersecurity breaches may
necessitate significant investment to repair or replace impacted Systems. In addition, we, including the Funds, may incur substantial costs for Systems failure risk management and cybersecurity risk management in order to attempt to prevent any such
events or incidents in the future.
Insurance
and other traditional risk-shifting tools may be held by or available to us in order to manage or mitigate the risks associated with Systems failures and cybersecurity breaches, but they are subject to terms and limitations such as deductibles,
coinsurance, limits and policy exclusions, as well as risk of counterparty denial of coverage, default or insolvency. While Ameriprise Financial and its affiliates maintain cyber liability insurance that provides both third-party liability and
first-party liability coverages, this insurance does not cover the Funds and, with regard to covered entities, may not be sufficient to protect us against all losses. In addition, contractual remedies may not be available with respect to Service
Providers or may prove inadequate if available (e.g., because of limits on the liability of the Service Providers) to protect the Funds against all losses.
Stock and other market exchanges,
financial intermediaries and issuers of, and counterparties to, the Funds’ investments and, in the case of ETFs, market makers and authorized participants, also may be adversely impacted by Systems failures and cybersecurity breaches in their
own businesses, subjecting them to the risks described herein, as well as other additional or enhanced risks particular to their businesses, which could result in losses to the Funds and their shareholders. Issuers of securities or other instruments
in which the Funds invest may also experience Systems failures or cybersecurity breaches, which could result in material adverse consequences for such issuers, and may cause the Funds’ investment in such issuers to lose money.
Depositary Receipts Risk.
Depositary receipts are receipts issued by a bank or trust company reflecting ownership of underlying securities issued by foreign companies. Some foreign securities are traded in the form of American Depositary
Receipts (ADRs). Depositary receipts involve risks similar to the risks associated with investments in foreign securities, including those associated with investing in the particular country of an issuer, which may be related to the particular
political, regulatory, economic, social and other conditions or events,
including, for example, military confrontations, war and terrorism, occurring in the country and fluctuations in its currency, as well
as market risk tied to the underlying foreign company. In addition, ADR holders may have limited voting rights, may not have the same rights afforded typical company stockholders in the event of a corporate action such as an acquisition, merger or
rights offering and may experience difficulty in receiving company stockholder communications. A potential conflict of interest exists to the extent that the Fund invests in ADRs for which the Fund's custodian serves as depository bank.
Derivatives Risk.
Derivatives may involve significant risks. Derivatives are financial instruments, traded on an exchange or in the over-the-counter (OTC) markets, with a value in relation to, or derived from, the value of an
underlying asset(s) (such as a security, commodity or currency) or other reference, such as an index, rate or other economic indicator (each an underlying reference). Derivatives may include those that are privately placed or otherwise exempt from
SEC registration, including certain Rule 144A eligible securities. Derivatives could result in Fund losses if the underlying references do not perform as anticipated. Use of derivatives is a highly specialized activity that can involve investment
techniques, risks, and tax planning different from
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those associated with more
traditional investment instruments. The Fund’s derivatives strategy may not be successful and use of certain derivatives could result in substantial, potentially unlimited, losses to the Fund regardless of the Fund’s actual investment. A
relatively small movement in the price, rate or other economic indicator associated with the underlying reference may result in substantial loss for the Fund. Derivatives may be more volatile than other types of investments. Derivatives can increase
the Fund’s risk exposure to underlying references and their attendant risks, including the risk of an adverse credit event associated with the underlying reference (credit risk), the risk of an adverse movement in the value, price or rate of
the underlying reference (market risk), the risk of an adverse movement in the value of underlying currencies (foreign currency risk) and the risk of an adverse movement in underlying interest rates (interest rate risk). Derivatives may expose the
Fund to additional risks, including the risk of loss due to a derivative position that is imperfectly correlated with the underlying reference it is intended to hedge or replicate (correlation risk), the risk that a counterparty will fail to perform
as agreed (counterparty risk), the risk that a hedging strategy may fail to mitigate losses, and may offset gains (hedging risk), the risk that losses may be greater than the amount invested (leverage risk), the risk that the Fund may be unable to
sell an investment at an advantageous time or price (liquidity risk), the risk that the investment may be difficult to value (pricing risk), and the risk that the price or value of the investment fluctuates significantly over short periods of time
(volatility risk). The value of derivatives may be influenced by a variety of factors, including national and international political and economic developments. Potential changes to the regulation of the derivatives markets may make derivatives more
costly, may limit the market for derivatives, or may otherwise adversely affect the value or performance of derivatives.
Derivatives Risk – Forward Contracts Risk.
A forward contract is an over-the-counter derivative transaction between two parties to buy or sell a specified amount of an underlying reference at a specified price (or rate) on a specified date in the future. Forward
contracts are negotiated on an individual basis and are not standardized or traded on exchanges. The market for forward contracts is substantially unregulated (there is no limit on daily price movements and speculative position limits are not
applicable). The principals who deal in certain forward contract markets are not required to continue to make markets in the underlying references in which they trade and these markets can experience periods of illiquidity, sometimes of significant
duration. There have been periods during which certain participants in forward contract markets have refused to quote prices for certain underlying references or have quoted prices with an unusually wide spread between the price at which they were
prepared to buy and that at which they were prepared to sell. At or prior to maturity of a forward contract, the Fund may enter into an offsetting contract and may incur a loss to the extent there has been adverse movement in forward contract
prices. The liquidity of the markets for forward contracts depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery, liquidity in the market for forwards
could be reduced. A relatively small price movement in a forward contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. Forward contracts can increase the Fund’s risk exposure to underlying references
and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
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A
forward foreign currency contract
is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s
currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the
risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar). The
effectiveness of any currency hedging strategy by a Fund may be reduced by the Fund’s inability to precisely match forward contract amounts and the value of securities involved. Forward foreign currency contracts used for hedging may also
limit any potential gain that might result from an increase or decrease in the value of the currency. The Fund may use these instruments to gain leveraged exposure to currencies, which is a speculative investment practice that increases the Fund's
risk exposure and the possibility of losses. Unanticipated changes in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due
to the spread between the prices at which it may buy and sell various currencies in the market.
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A
forward interest rate agreement
is a derivative whereby the buyer locks in an interest rate at a future settlement date. If the interest rate on the settlement date exceeds the lock rate, the buyer pays the seller
the difference between the two rates (based on the notional value of the agreement). If the lock rate exceeds the interest rate on the settlement date, the seller pays the buyer the difference between the two rates (based on the notional value of
the agreement). The Fund may act as a buyer or a seller.
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Derivatives Risk – Futures Contracts Risk.
A futures contract is an exchange-traded derivative transaction between two parties in which a buyer (holding the “long” position) agrees to pay a fixed price (or rate) at a specified future date for delivery
of an underlying reference from a seller (holding the “short” position). The seller hopes that the market price on the delivery date is less than the agreed upon price, while the buyer hopes for the contrary. Certain futures contract
markets are highly volatile, and futures contracts may be illiquid. Futures exchanges may limit fluctuations in futures contract prices by imposing a maximum
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permissible daily price movement.
The Fund may be disadvantaged if it is prohibited from executing a trade outside the daily permissible price movement. At or prior to maturity of a futures contract, the Fund may enter into an offsetting contract and may incur a loss to the extent
there has been adverse movement in futures contract prices. The liquidity of the futures markets depends on participants entering into offsetting transactions rather than making or taking delivery. To the extent participants make or take delivery,
liquidity in the futures market could be reduced. Positions in futures contracts may be closed out only on the exchange on which they were entered into or through a linked exchange, and no secondary market exists for such contracts. Futures
positions are marked to market each day and variation margin payment must be paid to or by the Fund. Because of the low margin deposits normally required in futures trading, it is possible that the Fund may employ a high degree of leverage in the
portfolio. As a result, a relatively small price movement in a futures contract may result in substantial losses to the Fund, exceeding the amount of the margin paid. For certain types of futures contracts, losses are potentially unlimited. Futures
markets are highly volatile and the use of futures may increase the volatility of the Fund’s NAV. Futures contracts executed (if any) on foreign exchanges may not provide the same protection as U.S. exchanges. Futures contracts can increase
the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk,
leverage risk, liquidity risk, pricing risk and volatility risk.
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A
bond (or debt instrument) future
is a derivative that is an agreement for the contract holder to buy or sell a bond or other debt instrument, a basket of bonds or other debt instrument, or the bonds or other debt
instruments in an index on a specified date at a predetermined price. The buyer (long position) of a bond future is obliged to buy the underlying reference at the agreed price on expiry of the future.
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commodity-linked future
is a derivative that is an agreement to buy or sell one or more commodities (such as crude oil, gasoline and natural gas), basket of commodities or indices of commodity futures at a specific
date in the future at a specific price.
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currency future
, also an FX future or foreign exchange future, is a derivative that is an agreement to exchange one currency for another at a specified date in the future at a price (exchange rate) that is fixed on
the purchase date.
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An
equity future
is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at
a predetermined price.
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An
interest rate future
is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include
Treasury-bill futures, Treasury-bond futures and Eurodollar futures.
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Derivatives Risk – Inverse Floaters Risk.
Inverse variable or floating rate obligations, sometimes referred to as inverse floaters, are a type of over-the-counter derivative debt instrument with a variable or floating coupon rate that moves in the opposite
direction of an underlying reference, typically short-term interest rates. As short-term interest rates go down, the holders of the inverse floaters receive more income and, as short-term interest rates go up, the holders of the inverse floaters
receive less income. Variable rate securities provide for a specified periodic adjustment in the coupon rate, while floating rate securities have a coupon rate that changes whenever there is a change in a designated benchmark index or the
issuer’s credit rating. While inverse floaters tend to provide more income than similar term and credit quality fixed-rate bonds, they also exhibit greater volatility in price movement, which could result in significant losses for the Fund. An
inverse floater may have the effect of investment leverage to the extent that its coupon rate varies by a magnitude that exceeds the magnitude of the change in the index or reference rate of interest, which could result in increased losses for the
Fund. There is a risk that the current interest rate on variable and floating rate instruments may not accurately reflect current market interest rates or adequately compensate the holder for the current creditworthiness of the issuer. Some inverse
floaters are structured with liquidity features and may include market-dependent liquidity features that may expose the Fund to greater liquidity risk. Inverse floaters can increase the Fund’s risk exposure to underlying references and their
attendant risks, such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility
risk.
Derivatives Risk – Options
Risk.
Options are derivatives that give the purchaser the option to buy (call) or sell (put) an underlying reference from or to a counterparty at a specified price (the strike price) on or before an expiration date.
The Fund may purchase or write (i.e., sell) put and call options on an underlying reference it is otherwise permitted to invest in. By investing in options, the Fund is exposed to the risk that it may be required to buy or sell the underlying
reference at a disadvantageous price on or before the expiration date. If the Fund sells a put option, the Fund may be required to buy the underlying reference at a strike price that is above market price, resulting in a loss. If the Fund sells a
call option, the Fund may be required to sell the underlying reference at a strike price that is below market price, resulting in a loss. If the Fund sells a call option that is not covered (it does not own the underlying reference), the Fund's
losses are potentially unlimited. Options may involve economic leverage, which could result in greater volatility in price movement. Options may be traded on a securities exchange or in the over-the-counter market. At or prior to maturity of an
options contract, the Fund may enter into an offsetting
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contract and may incur a loss to the extent there has been adverse
movement in options prices. Options can increase the Fund’s risk exposure to underlying references and their attendant risks such as credit risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to
correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
Derivatives Risk – Structured Investments Risk.
Structured investments are over-the-counter derivatives that provide principal and/or interest payments based on the value of an underlying reference(s). Structured investments typically provide interest income, thereby
offering a potential yield advantage over investing directly in an underlying reference. Structured investments may lack a liquid secondary market and their prices or value can be volatile which could result in significant losses for the Fund. In
some cases, depending on its terms, a structured investment may provide that principal and/or interest payments may be adjusted below zero resulting in a potential loss of principal and/or interest payments. Additionally, the particular terms of a
structured investment may create economic leverage by requiring payment by the issuer of an amount that is a multiple of the price change of the underlying reference. Economic leverage will increase the volatility of structured investment prices,
and could result in increased losses for the Fund. The Fund’s use of structured instruments may not work as intended. If structured investments are used to reduce the duration of the Fund’s portfolio, this may limit the Fund’s
return when having a longer duration would be beneficial (for instance, when interest rates decline). Structured investments can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit risk, market
risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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commodity-linked structured note
is a derivative (structured investment) that has principal and/or interest payments based on the market price of one or more particular commodities (such as crude oil, gasoline and
natural gas), a basket of commodities, indices of commodity futures or other economic variable. If payment of interest on a commodity-linked structured note is linked to the value of a particular commodity, basket of commodities, commodity index or
other economic variable, the Fund might receive lower interest payments (or not receive any of the interest due) on its investments if there is a loss of value in the underlying reference. Further, to the extent that the amount of principal to be
repaid upon maturity is linked to the value of a particular commodity, basket of commodities, commodity index or other economic variable, the Fund might not receive a portion (or any) of the principal at maturity of the investment or upon earlier
exchange. At any time, the risk of loss associated with a particular structured note in the Fund’s portfolio may be significantly higher than the value of the note. A liquid secondary market may not exist for the commodity-linked structured
notes held in the Fund’s portfolio, which may make it difficult for the notes to be sold at a price acceptable to the portfolio manager(s) or for the Fund to accurately value them.
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Structured
investments include
collateralized debt obligations
which are debt instruments that are collateralized by the underlying cash flows of a pool of financial assets or receivables.
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An
equity-linked note (ELN)
is a derivative (structured investment) that has principal and/or interest payments based on the value of a single equity security, a basket of equity securities or an index of equity
securities. An ELN typically provides interest income, thereby offering a yield advantage over investing directly in an underlying equity. The Fund may purchase ELNs that trade on a securities exchange or those that trade on the over-the-counter
markets, as well as in privately negotiated transactions with the issuer of the ELN. The liquidity of unlisted ELNs is normally determined by the willingness of the issuer to make a market in the ELN. While the Fund will seek to purchase ELNs only
from issuers that it believes to be willing to, and capable of, repurchasing the ELN at a reasonable price, there can be no assurance that the Fund will be able to sell any ELN at such a price or at all. This may impair the Fund’s ability to
enter into other transactions at a time when doing so might be advantageous. The Fund’s investments in ELNs have the potential to lead to significant losses because ELNs are subject to the market and volatility risks associated with their
underlying equity. In addition, because ELNs often take the form of unsecured notes of the issuer, the Fund would be subject to the risk that the issuer may default on its obligations under the ELN, thereby subjecting the Fund to the further risk of
being too concentrated in the securities (including ELNs) of that issuer. The Fund may or may not hold an ELN until its maturity. ELNs also include participation notes.
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Derivatives Risk – Swaps
Risk.
In a typical swap transaction, two parties agree to exchange the return earned on a specified underlying reference for a fixed return or the return from another underlying reference during a specified period
of time. Swaps may be difficult to value and may be illiquid. Swaps could result in Fund losses if the underlying asset or reference does not perform as anticipated. Swaps create significant investment leverage such that a relatively small price
movement in a swap may result in immediate and substantial losses to the Fund. The Fund may only close out a swap with its particular counterparty, and may only transfer a position with the consent of that counterparty. Certain swaps, such as short
swap transactions and total return swaps, have the potential for unlimited losses, regardless of the size of the initial investment. Swaps can increase the Fund’s risk exposure to underlying references and their attendant risks, such as credit
risk, market risk, foreign currency risk and interest rate risk, while also exposing the Fund to correlation risk, counterparty risk, hedging risk, inflation risk, leverage risk, liquidity risk, pricing risk and volatility risk.
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A
commodity-linked swap
is a derivative (swap) that is an agreement where the underlying reference is the market price of one or more particular commodities (such as crude oil, gasoline and natural gas), basket of
commodities or indices of commodity futures.
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A
credit default swap
(including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium
through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default
swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make
timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any
contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments
thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap
index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also
affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the
counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its
intraday move.
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An
inflation rate swap
is a derivative typically used to transfer inflation risk from one party to another through an exchange of cash flows. In an inflation rate swap, one party pays a fixed rate on a notional
principal amount, while the other party pays a floating rate linked to an inflation index, such as the Consumer Price Index (CPI).
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An
interest rate swap
is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate
to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates.
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Portfolio and total
return swaps
are derivative swap transactions in which one party agrees to pay the other party an amount equal to the total return of a defined underlying reference during a specified period of time. In return, the
other party would make periodic payments based on a fixed or variable interest rate or on the total return of a different underlying reference.
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Contracts for
differences
are swap arrangements in which the parties agree that their return (or loss) will be based on the relative performance of two different groups or baskets of securities or other instruments. Often, one or
both baskets will be an established securities index. The Fund’s return will be based on changes in value of theoretical long futures positions in the securities comprising one basket (with an aggregate face value equal to the notional amount
of the contract for differences) and theoretical short futures positions in the securities comprising the other basket. The Fund also may use actual long and short futures positions and achieve similar market exposure by netting the payment
obligations of the two contracts. If the short basket outperforms the long basket, the Fund will realize a loss – even in circumstances when the securities in both the long and short baskets appreciate in value.
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Derivatives Risk – Swaptions Risk.
A swaption is an options contract on a swap agreement. These transactions give a party the right (but not the obligation) to enter into new swap agreements or to shorten, extend, cancel or otherwise modify an existing
swap agreement at some designated future time on specified terms, in return for payment of the purchase price (the “premium”) of the option. A Fund may write (sell) and purchase put and call swaptions to the same extent it may make use
of standard options on securities or other instruments. The writer of the contract receives the premium and bears the risk of unfavorable changes in the market value on the underlying swap agreement. Swaptions can be bundled and sold as a package.
These are commonly called interest rate caps, floors and collars.
Distressed Securities Risk.
The Fund may purchase distressed securities of business enterprises involved in workouts, liquidations, reorganizations, bankruptcies and similar situations. Since there is typically substantial uncertainty concerning
the outcome of transactions involving business enterprises in these situations, there is a high degree of risk of loss, including loss of the entire investment.
In bankruptcy, there can be considerable delay in
reaching accord on a restructuring plan acceptable to a bankrupt company’s lenders, bondholders and other creditors and then obtaining the approval of the bankruptcy court. Such delays could result in substantial losses to the investments in
such company’s securities or obligations. Moreover, there is no assurance that a plan favorable to the class of securities held by the Fund will be adopted or that the subject company might not eventually be liquidated rather than
reorganized.
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In liquidations (both in and out of bankruptcy) and
other forms of corporate reorganization, there exists the risk that the reorganization either will be unsuccessful, will be delayed or will result in a distribution of cash or a new security, the value of which will be less than the purchase price
of the security in respect of which such distribution is received. It may be difficult to obtain accurate information concerning a company in financial distress, with the result that the analysis and valuation are especially difficult. The market
for securities of such companies tends to be illiquid and sales may be possible only at substantial discounts.
Dollar Rolls Risk.
Dollar rolls are transactions in which the Fund sells securities to a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the
securities the Fund is obligated to repurchase may decline below the repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate and may result in higher
transactions costs for the Fund. If the Fund reinvests the proceeds of the security sold, the Fund will also be subject to the risk that the investments purchased with such proceeds will decline in value (a form of leverage risk).
Emerging Market Securities Risk.
Securities issued by foreign governments or companies in emerging market countries, such as China, Russia and certain countries in Eastern Europe, the Middle East, Asia, Latin America or Africa, are more likely to have
greater exposure to the risks of investing in foreign securities that are described in Foreign Securities Risk. In addition, emerging market countries are more likely to experience instability resulting, for example, from rapid changes or
developments in social, political, economic or other conditions. Their economies are usually less mature and their securities markets are typically less developed with more limited trading activity (
i.e.
, lower trading volumes and less liquidity) than more developed countries. Emerging market securities tend to be more volatile than securities in more
developed markets. Many emerging market countries are heavily dependent on international trade and have fewer trading partners, which makes them more sensitive to world commodity prices and economic downturns in other countries. Some emerging market
countries have a higher risk of currency devaluations, and some of these countries may experience periods of high inflation or rapid changes in inflation rates and may have hostile relations with other countries.
Operational and Settlement Risks of Securities in
Emerging Markets.
In addition to having less developed securities markets, banks in emerging markets that are eligible foreign sub-custodians may be recently organized, lack extensive operating experience or lack
effective government oversight or regulation. In addition, there may be legal restrictions or limitations on the ability of the Fund to recover assets held in custody by a foreign sub-custodian in the event of the bankruptcy of the sub-custodian.
Because settlement systems may be less organized than in developed markets and because delivery versus payment settlement may not be possible or reliable, there may be a greater risk that settlement may be delayed and that cash or securities of the
Fund may be lost because of failures of or defects in the system, including fraud or corruption. Settlement systems in emerging markets also have a higher risk of failed trades.
Risks Related to Currencies and
Corporate Actions in Emerging Markets.
Risks related to currencies and corporate actions are also greater in emerging market countries than in developed countries. For example, some emerging market countries may have
fixed or managed currencies that are not free-floating against the U.S. dollar. Further, certain currencies may not have an active trading market internationally, or countries may have varying exchange rates. Some emerging market countries have a
higher risk of currency devaluations, and some of these countries may experience sustained periods of high inflation or rapid changes in inflation rates which can have negative effects on a country’s economy and securities markets. Corporate
action procedures in emerging market countries may be less reliable and have limited or no involvement by the depositories and central banks. Lack of standard practices and payment systems can lead to significant delays in payment.
Risks Related to Corporate and Securities
Laws in Emerging Markets.
Securities laws in emerging markets may be relatively new and unsettled and, consequently, there is a risk of rapid and unpredictable change in laws regarding foreign investment, securities
regulation, title to securities and shareholder rights. Accordingly, foreign investors may be adversely affected by new or amended laws and regulations. In addition, the systems of corporate governance to which issuers in certain emerging markets
are subject may be less advanced than the systems to which issuers located in more developed countries are subject, and therefore, shareholders of such issuers may not receive many of the protections available to shareholders of issuers located in
more developed countries. These risks may be heightened in China and Russia.
China Stock Connect Risk.
The risks noted here are in addition to the risks described under
Emerging Market Securities Risk
. A Fund may, directly or
indirectly (through, for example, participation notes or other types of equity-linked notes), purchase shares in mainland China-based companies that trade on Chinese stock exchanges such as the Shanghai Stock Exchange and the Shenzhen Stock Exchange
(China A-Shares) through the Shanghai-Hong Kong Stock Connect (Stock Connect), a mutual market access program designed to, among other things, enable foreign investment in the People’s Republic of China (PRC) via brokers in Hong Kong. There
are significant risks inherent in investing in China A-Shares through Stock Connect. The underdeveloped state of PRC’s investment and banking systems subjects the settlement, clearing, and registration of China A-Shares transactions to
heightened risks. Stock Connect can only operate when both PRC and Hong Kong markets are open for trading and when banking services are available in both markets on the corresponding settlement days. As such, if either or both markets
are
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closed on a U.S. trading day, a Fund may not be able to dispose of
its China A-Shares in a timely manner, which could adversely affect the Fund’s performance. PRC regulations require that a fund that wishes to sell its China A-Shares pre-deliver the China A-Shares to a broker. If the China A-Shares are not in
the broker’s possession before the market opens on the day of sale, the sell order will be rejected. This requirement could also limit a fund’s ability to dispose of its China A-Shares purchased through Stock Connect in a timely manner.
Additionally, Stock Connect is subject to daily quota limitations on purchases of China A-Shares. Once the daily quota is reached, orders to purchase additional China A-Shares through Stock Connect will be rejected. A Fund’s investment in
China A-Shares may only be traded through Stock Connect and is not otherwise transferable. Stock Connect utilizes an omnibus clearing structure, and the Fund’s shares will be registered in its custodian’s name on the Central Clearing and
Settlement System. This may limit the ability of the Investment Manager (and/or any subadviser, as the case may be) to effectively manage a Fund, and may expose the Fund to the credit risk of its custodian or to greater risk of expropriation.
Investment in China A-Shares through Stock Connect may be available only through a single broker that is an affiliate of the Fund’s custodian, which may affect the quality of execution provided by such broker. Stock Connect restrictions could
also limit the ability of a Fund to sell its China A-Shares in a timely manner, or to sell them at all. Further, different fees, costs and taxes are imposed on foreign investors acquiring China A-Shares acquired through Stock Connect, and these
fees, costs and taxes may be higher than comparable fees, costs and taxes imposed on owners of other securities providing similar investment exposure.
EuroZone-Related Risk.
A number of countries in the European Union (EU) have experienced, and may continue to experience, severe economic and financial difficulties. Additional EU member countries may also fall subject to such difficulties.
These events could negatively affect the value and liquidity of the Fund’s investments in euro-denominated securities and derivatives contracts, securities of issuers located in the EU or with significant exposure to EU issuers or countries.
If the euro is dissolved entirely, the legal and contractual consequences for holders of euro-denominated obligations and derivative contracts would be determined by laws in effect at such time. Such investments may continue to be held, or
purchased, to the extent consistent with the Fund’s investment objective and permitted under applicable law. These potential developments, or market perceptions concerning these and related issues, could adversely affect the value of Fund
shares.
Certain countries in the EU
have had to accept assistance from supra-governmental agencies such as the International Monetary Fund, the European Stability Mechanism (the ESM) or other supra-governmental agencies. The European Central Bank has also been intervening to purchase
Eurozone debt in an attempt to stabilize markets and reduce borrowing costs.
There can be no assurance that these agencies will
continue to intervene or provide further assistance and markets may react adversely to any expected reduction in the financial support provided by these agencies. Responses to the financial problems by European governments, central banks and others
including austerity measures and reforms, may not work, may result in social unrest and may limit future growth and economic recovery or have other unintended consequences. In addition, one or more countries may abandon the euro and/or withdraw from
the EU. The impact of these actions, especially if they occur in a disorderly fashion, could be significant and far-reaching.
Event-Driven Trading Risk.
The Fund may seek to profit from the occurrence of specific corporate or other events. A delay in the timing of these events, or the failure of these events to occur at all, may have a significant negative effect on the
Fund’s performance.
Event-driven
investing requires the relevant manager to make predictions about (i) the likelihood that an event will occur and (ii) the impact such event will have on the value of a company’s securities. If the event fails to occur or it does not have the
effect foreseen, losses can result. For example, the adoption of new business strategies, a meaningful change in management or the sale of a division or other significant assets by a company may not be valued as highly by the market as the manager
had anticipated, resulting in losses. In addition, a company may announce a plan of restructuring which promises to enhance value and fail to implement it, resulting in losses to investors.
Event-Linked Instruments Risk.
The Fund may seek to profit from investment in debt securities whose performance is linked to the occurrence of specific “trigger” events, such as a hurricane, earthquake, or other physical or
weather-related phenomena. If a trigger event causes losses exceeding a specific amount in the geographic region and time period specified in a bond, the Fund may lose a portion or all of its principal invested in the bond or suffer a reduction in
credited interest. Some event-linked bonds have features that delay the return of capital upon the occurrence of a specified event; in these cases, whether or not there is loss of capital or interest, the return on the investment may be
significantly lower during the extension period. Bonds commonly referred to as “catastrophe bonds” are a type of event-linked instrument in which the Fund may invest. Catastrophe bonds may be issued by government agencies, insurance
companies, reinsurers, special purpose corporations or other on-shore or off-shore entities (such special purpose entities are created to accomplish a narrow and well-defined objective, such as the issuance of a note in connection with a reinsurance
transaction). The return on these securities is tied primarily to property insurance risk and is analogous to underwriting insurance in certain circumstances. By isolating insurance risk, these securities are largely uncorrelated to other more
traditional investments. Risks associated with investment in catastrophe bonds would include, for example, a major hurricane or similar catastrophe striking a heavily populated area of the East Coast of the United States or a major earthquake with
an epicenter in an urban area on the West Coast of the United States. In addition to specified
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trigger events, catastrophe bonds may expose the Fund to other
risks, such as credit risk, counterparty risk, adverse regulatory or jurisdictional interpretations, adverse tax consequences, liquidity risk, and foreign exchange risk. Event-linked exposure often provides for an extension of maturity to process
and audit loss claims where a trigger event has, or possibly has, occurred. An extension of maturity may increase volatility. From time to time, the volume of catastrophe bonds available in the market may be insufficient to enable the Fund to invest
as great a percentage of its assets in catastrophe bonds as it would like.
Exchange-Traded Fund (ETF) Risk.
An ETF’s share price may not track its specified market index (if any) and may trade below its NAV. Certain ETFs use a “passive” investment strategy and do not take defensive positions in volatile or
declining markets. Other ETFs in which the Fund may invest are actively managed ETFs (
i.e.
, they do not track a particular benchmark), which
indirectly subjects the Fund to active management risk. An active secondary market in an ETF’s shares may not develop or be maintained and may be halted or interrupted due to actions by its listing exchange, unusual market conditions or other
reasons. There can be no assurance an ETF’s shares will continue to be listed on an active exchange. In addition, shareholders bear both their proportionate share of the Fund’s expenses and similar expenses incurred through ownership of
the ETF.
The Fund generally expects to
purchase shares of ETFs through broker-dealers in transactions on a securities exchange, and in such cases the Fund will pay customary brokerage commissions for each purchase and sale. Shares of an ETF may also be acquired by depositing a specified
portfolio of the ETF’s underlying securities, as well as a cash payment generally equal to accumulated dividends of the securities (net of expenses) up to the time of deposit, with the ETF’s custodian, in exchange for which the ETF will
issue a quantity of new shares sometimes referred to as a “creation unit.” Similarly, shares of an ETF purchased on an exchange may be accumulated until they represent a creation unit, and the creation unit may be redeemed in kind for a
portfolio of the underlying securities (based on the ETF’s NAV) together with a cash payment generally equal to accumulated dividends as of the date of redemption. The Funds may redeem creation units for the underlying securities (and any
applicable cash), and may assemble a portfolio of the underlying securities (and any required cash) to purchase creation units. The Funds’ ability to redeem creation units may be limited by the 1940 Act, which provides that ETFs, the shares of
which are purchased in reliance on Section 12(d)(1)(F) of the 1940 Act, will not be obligated to redeem such shares in an amount exceeding one percent of their total outstanding securities during any period of less than 30 days.
Exchange-Traded Notes Risk.
Exchange-traded notes (ETNs) are unsecured, unsubordinated debt securities
that expose the Fund to the risk that an ETN’s issuer may be unable to pay, which means that the
Fund is subject to issuer credit risk, including that the value of the ETN may drop due to a downgrade in the issuer’s credit rating, despite the underlying benchmark or strategy remaining unchanged. ETNs do not typically offer principal
protection, so the Fund may lose some or all of its investment. The returns of ETNs are usually linked to the performance of a market benchmark or strategy, less investor fees and expenses. The Fund will bear its proportionate share of the fees and
expenses of the ETN, which may cause the Fund’s returns to be lower. The return on ETNs will typically be lower than the total return on a direct investment in the components of the underlying index or strategy because of the ETN’s
investor fees and expenses. The value of an ETN may also be influenced by time to maturity, level of supply and demand for the ETN, volatility and lack of liquidity in the underlying market, changes in the applicable interest rates, and economic,
legal, political, or geographic events that affect the referenced underlying benchmark or strategy.
Foreign Currency Risk.
The performance of the Fund may be materially affected positively or negatively by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund invests a significant percentage of its
assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate significantly over short or long periods of time for a number of reasons, including changes in
interest rates, imposition of currency controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Foreign Currency-Related Tax Risk.
As a regulated investment company (RIC), the Fund must derive at least 90% of its gross income for each taxable year from sources treated as “qualifying income” under the Internal Revenue Code of 1986, as
amended. The Fund may gain exposure to local currency markets through forward currency contracts. Although foreign currency gains currently constitute “qualifying income,” the Internal Revenue Service has the authority to issue
regulations excluding from the definition of “qualifying income” a RIC’s foreign currency gains not “directly related” to its “principal business” of investing in stock or securities (or options and futures
with respect thereto). Such regulations might treat gains from some of the Fund’s foreign currency-denominated positions as not qualifying income and there is a possibility that such regulations might be applied retroactively, in which case,
the Fund might not qualify as a RIC for one or more years. In the event the Internal Revenue Service issues such regulations, the Fund’s Board may authorize a significant change in investment strategy or the Fund’s
liquidation.
Foreign Securities
Risk.
Investments in or exposure to foreign securities involve certain risks not associated with investments in or exposure to securities of U.S. companies. For example, foreign markets can be extremely volatile.
Foreign securities may also be less liquid than securities of U.S. companies so that the Fund may, at times, be unable to sell foreign securities at desirable times or prices. Brokerage commissions, custodial costs and other fees are also generally
higher for foreign securities. The Fund may have limited or no legal recourse in the event of default with respect to certain foreign securities, including those issued by
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foreign governments. In addition,
foreign governments may impose withholding or other taxes on the Fund’s income, capital gains or proceeds from the disposition of foreign securities, which could reduce the Fund’s return on such securities. In some cases, such
withholding or other taxes could potentially be confiscatory. Other risks include: possible delays in the settlement of transactions or in the payment of income; generally less publicly available information about foreign companies; the impact of
economic, political, social, diplomatic or other conditions or events (including, for example, military confrontations, war and terrorism), possible seizure, expropriation or nationalization of a company or its assets or the assets of a particular
investor or category of investors; accounting, auditing and financial reporting standards that may be less comprehensive and stringent than those applicable to domestic companies; the imposition of economic and other sanctions against a particular
foreign country, its nationals or industries or businesses within the country; and the generally less stringent standard of care to which local agents may be held in the local markets. In addition, it may be difficult to obtain reliable information
about the securities and business operations of certain foreign issuers. Governments or trade groups may compel local agents to hold securities in designated depositories that are not subject to independent evaluation. The less developed a
country’s securities market is, the greater the level of risks. The risks posed by sanctions against a particular foreign country, its nationals or industries or businesses within the country may be heightened to the extent the Fund invests
significantly in the affected country or region or in issuers from the affected country that depend on global markets. The performance of the Fund may also be negatively impacted by fluctuations in a foreign currency's strength or weakness relative
to the U.S. dollar, particularly to the extent the Fund invests a significant percentage of its assets in foreign securities or other assets denominated in currencies other than the U.S. dollar. Currency rates in foreign countries may fluctuate
significantly over short or long periods of time for a number of reasons, including changes in interest rates, imposition of currency exchange controls and economic or political developments in the U.S. or abroad. The Fund may also incur currency
conversion costs when converting foreign currencies into U.S. dollars and vice versa.
Operational and Settlement Risks of Foreign
Securities.
The Fund’s foreign securities are generally held outside the United States in the primary market for the securities in the custody of certain eligible foreign banks and trust companies
(“foreign sub-custodians”), as permitted under the Investment Company Act of 1940 (the 1940 Act). Settlement practices for foreign securities may differ from those in the United States. Some countries have limited governmental oversight
and regulation of industry practices, stock exchanges, depositories, registrars, brokers and listed companies, which increases the risk of corruption and fraud and the possibility of losses to the Fund. In particular, under certain circumstances,
foreign securities may settle on a delayed delivery basis, meaning that the Fund may be required to make payment for securities before the Fund has actually received delivery of the securities or deliver securities prior to the receipt of payment.
Typically, in these cases, the Fund will receive evidence of ownership in accordance with the generally accepted settlement practices in the local market entitling the Fund to delivery or payment at a future date, but there is a risk that the
security will not be delivered to the Fund or that payment will not be received, although the Fund and its foreign sub-custodians take reasonable precautions to mitigate this risk. Losses can also result from lost, stolen or counterfeit securities;
defaults by brokers and banks; failures or defects of the settlement system; or poor and improper record keeping by registrars and issuers.
Share Blocking.
Share blocking refers to a practice in certain foreign markets under which an issuer’s securities are blocked from trading at the custodian or sub-custodian level for a specified number of days before and, in certain instances, after a
shareholder meeting where a vote of shareholders takes place. The blocking period can last up to several weeks. Share blocking may prevent the Fund from buying or selling securities during this period, because during the time shares are blocked,
trades in such securities will not settle. It may be difficult or impossible to lift blocking restrictions, with the particular requirements varying widely by country. As a consequence of these restrictions, the Investment Manager, on behalf of the
Fund, may abstain from voting proxies in markets that require share blocking.
Forward Commitments on Mortgage-Backed Securities
(including Dollar Rolls) Risk.
When purchasing mortgage-backed securities in the “to be announced” (TBA) market (MBS TBAs), the seller agrees to deliver mortgage-backed securities for an agreed upon
price on an agreed upon date, but may make no guarantee as to the specific securities to be delivered. In lieu of taking delivery of mortgage-backed securities, the Fund could enter into dollar rolls, which are transactions in which the Fund sells
securities to a counterparty and simultaneously agrees to purchase those or similar securities in the future at a predetermined price. Dollar rolls involve the risk that the market value of the securities the Fund is obligated to repurchase may
decline below the repurchase price, or that the counterparty may default on its obligations. These transactions may also increase the Fund’s portfolio turnover rate. If the Fund reinvests the proceeds of the security sold, the Fund will also
be subject to the risk that the investments purchased with such proceeds will decline in value (a form of leverage risk). MBS TBAs and dollar rolls are subject to the risk that the counterparty to the instrument may not perform or be unable to
perform in accordance with the terms of the instrument.
Frontier Market
Risk.
Frontier market countries generally have smaller economies and even less developed capital markets than typical emerging market countries (which themselves have increased investment risk relative to more
developed market countries) and, as a result, the Fund’s exposure to risks associated with investing in emerging market countries are magnified when the Fund invests in frontier market countries. The increased risks include: the potential for
extreme price volatility and illiquidity in frontier market countries; government ownership or control of parts of the private sector and of certain companies;
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trade barriers, exchange controls, managed adjustments in relative
currency values and other protectionist measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries. Securities issued by foreign
governments or companies in frontier market countries are even more likely than emerging markets securities to have greater exposure to the risks of investing in foreign securities that are described in
Foreign
Securities Risk
.
Fund-of-Funds Risk.
Determinations regarding asset classes or underlying funds and the Fund’s allocations thereto may not successfully achieve the Fund’s investment objective, in whole or in part. The selected underlying
funds’ performance may be lower than the performance of the asset class they were selected to represent or may be lower than the performance of alternative underlying funds that could have been selected to represent the asset class. The Fund
also is exposed to the same risks as the underlying funds in direct proportion to the allocation of its assets among the underlying funds. Therefore, to the extent that the Fund invests significantly in a particular underlying fund, the Fund’s
performance would be significantly impacted by the performance of such underlying fund. Generally, by investing in a combination of underlying funds, the Fund has exposure to the risks of many areas of the market. By concentrating its investments in
relatively few underlying funds, the Fund may have more concentrated market exposures, subjecting the Fund to greater risk of loss should those markets decline or fail to rise. The ability of the Fund to realize its investment objective will depend,
in large part, on the extent to which the underlying funds realize their investment objectives. There is no guarantee that the underlying funds will achieve their respective investment objectives. The performance of underlying funds could be
adversely affected if other entities that invest in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a portion of the expenses of any funds in which
the Fund invests. Because the expenses and costs of each underlying fund are shared by its investors, redemptions by other investors in an underlying fund could result in decreased economies of scale and increased operating expenses for such
underlying fund. These transactions might also result in higher brokerage, tax or other costs for an underlying fund. This risk may be particularly important when one investor owns a substantial portion of an underlying fund. The Investment Manager
may have potential conflicts of interest in selecting affiliated funds over unaffiliated funds for investment by the Fund, and may also face potential conflicts of interest in selecting affiliated funds, because the fees the Investment Manager
receives from some underlying funds may be higher than the fees paid by other underlying funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or more reasons
(e.g., underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in another
underlying fund(s), including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an
appropriate alternate underlying fund(s) does not present itself in a timely manner or at all.
Geographic Focus Risk.
The Fund may be particularly susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within the specific geographic regions in which the Fund invests. Currency
devaluations could occur in countries that have not yet experienced currency devaluation to date, or could continue to occur in countries that have already experienced such devaluations. As a result, the Fund’s NAV may be more volatile than
the NAV of a more geographically diversified fund.
Global Economic Risk.
Global economies and financial markets are increasingly interconnected, which increases the possibility that conditions in one country or region might adversely impact issuers in a different country or region or across
the globe. For instance, a significant slowdown in China’s economy is adversely affecting worldwide commodity prices and the economies of many countries, especially those that depend heavily on commodity production and/or trade with China. The
severity or duration of adverse economic conditions may also be affected by policy changes made by governments or quasi-governmental organizations. The imposition of sanctions by the United States or another government on a country could cause
disruptions to the country’s financial system and economy, which could negatively impact the value of securities.
At a referendum in June 2016, the United Kingdom
(the UK) voted to leave the European Union (EU), thereby initiating the British exit from the EU (commonly known as “Brexit”). In March 2017, the UK formally invoked Article 50 of the Treaty of Lisbon to begin the process under which the
UK shall withdraw from the EU in due course. Upon invoking Article 50, the UK triggered a two-year period for negotiation of the terms of the withdrawal from the EU. However, there remains a significant degree of uncertainty about how negotiations
relating to the UK’s withdrawal from the EU and new trade agreements will be conducted, as well as the potential consequences and precise timeframe for Brexit. During the negotiating period and beyond, the impact of Brexit on the UK and
European economies and the broader global economy could be significant, resulting in negative impacts on currency and financial markets generally, such as increased volatility and illiquidity, and potentially lower economic growth in markets in the
UK, Europe and globally, which may adversely affect the value of the Fund’s portfolio investments.
The UK has one of the largest economies in Europe,
and member countries of the EU are substantial trading partners of the UK. The City of London’s economy is dominated by financial services, some of which may have to move outside of the UK post-referendum (e.g., currency trading, international
settlement). Under the terms of Brexit, banks may be forced to move staff and
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comply with two separate sets of
rules or lose business to banks in Europe. Furthermore, Brexit creates the potential for decreased trade, the possibility of capital outflows from the UK, devaluation of the pound sterling, the cost of higher corporate bond spreads due to
uncertainty, and the risk that all the above could damage business and consumer spending as well as foreign direct investment. As a result of Brexit, the British economy and its currency may be negatively impacted by changes to its economic and
political relations with the EU and other countries. Any further exits from the EU, or the possibility of such exits, would likely cause additional market disruption globally and introduce new legal and regulatory uncertainties.
The impact of Brexit in the near- and long-term is
still unknown and could have additional adverse effects on economies, financial markets, currencies and asset valuations around the world. Any attempt by the Fund to hedge against or otherwise protect its portfolio or to profit from such
circumstances may fail and, accordingly, an investment in the Fund could lose money over short or long periods.
Growth Securities Risk.
Growth securities typically trade at a higher multiple of earnings than other types of equity securities. Accordingly, the market values of growth securities may never reach their expected market value and may decline
in price. In addition, growth securities, at times, may not perform as well as value securities or the stock market in general, and may be out of favor with investors for varying periods of time.
Hedging Transactions Risk.
The Fund may invest in securities and utilize financial instruments for a variety of hedging purposes. Hedging transactions may limit the opportunity for gain if the value of the portfolio position should increase.
There can be no assurance that the Fund will engage in hedging transactions at any given time, even under volatile market conditions, or that any hedging transactions the Fund engages in will be successful. Moreover, it may not be possible for the
Fund to enter into a hedging transaction at a price sufficient to protect its assets. The Fund may not anticipate a particular risk so as to hedge against it.
Hedging against a decline in the value of a
portfolio position does not eliminate fluctuations in the values of portfolio positions or prevent losses if the values of such positions decline, but establishes other positions designed to gain from those same developments, thus moderating the
decline in the portfolio positions’ value. Such hedging transactions also limit the opportunity for gain if the value of the portfolio position should increase. Moreover, it may not be possible for the Fund to hedge against an exchange rate,
interest rate or security price fluctuation that is so generally anticipated that the Fund is not able to enter into a hedging transaction at a price sufficient to protect its assets from the decline in value of the portfolio positions anticipated
as a result of such fluctuations.
The Fund is not required to
attempt to hedge portfolio positions and, for various reasons, may determine not to do so. Furthermore, the Fund may not anticipate a particular risk so as to hedge against it. While the Fund may enter into hedging transactions to seek to reduce
risk, such transactions may result in a poorer overall performance for the Fund than if the Fund had not engaged in any such hedging transaction. In addition, the degree of correlation between price movements of the instruments used in a hedging
strategy and price movements in the portfolio position being hedged may vary. For a variety of reasons, the Fund may not seek to establish a perfect correlation between such hedging instruments and the portfolio holdings being hedged. Such imperfect
correlation may prevent the Fund from achieving the intended hedge or expose the Fund to risk of loss. The successful utilization of hedging and risk management transactions requires skills complementary to those needed in the selection of the
Fund’s portfolio holdings. Moreover, it should be noted that a portfolio will always be exposed to certain risks that cannot be hedged, such as credit risk (relating both to particular securities and counterparties) and liquidity risk.
High-Yield Investments Risk.
Securities and other debt instruments held by the Fund that are rated below investment grade (commonly called “high-yield” or “junk” bonds) and unrated debt instruments of comparable quality tend
to be more sensitive to credit risk than higher-rated debt instruments and may experience greater price fluctuations in response to perceived changes in the ability of the issuing entity or obligor to pay interest and principal when due than to
changes in interest rates. These investments are generally more likely to experience a default than higher-rated debt instruments. High-yield debt instruments are considered to be predominantly speculative with respect to the issuer’s capacity
to pay interest and repay principal. These debt instruments typically pay a premium – a higher interest rate or yield – because of the increased risk of loss, including default. High-yield debt instruments may require a greater degree of
judgment to establish a price, may be difficult to sell at the time and price the Fund desires, may carry high transaction costs, and also are generally less liquid than higher-rated debt instruments. The ratings provided by third party rating
agencies are based on analyses by these ratings agencies of the credit quality of the debt instruments and may not take into account every risk related to whether interest or principal will be timely repaid. In adverse economic and other
circumstances, issuers of lower-rated debt instruments are more likely to have difficulty making principal and interest payments than issuers of higher-rated debt instruments.
Highly Leveraged Transactions Risk.
The loans or other debt instruments in which the Fund invests may consist of transactions involving refinancings, recapitalizations, mergers and acquisitions and other financings for general corporate purposes. The
Fund’s investments also may include senior obligations of a borrower issued in connection with a restructuring pursuant to Chapter 11 of the U.S. Bankruptcy Code (commonly known as “debtor-in-possession” financings), provided that
such senior obligations are determined by the Fund’s portfolio managers to be a suitable investment for the Fund. In such highly leveraged
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transactions, the borrower assumes large amounts of debt in order
to have the financial resources to attempt to achieve its business objectives. Such business objectives may include but are not limited to: management’s taking over control of a company (leveraged buy-out); reorganizing the assets and
liabilities of a company (leveraged recapitalization); or acquiring another company. Loans or other debt instruments that are part of highly leveraged transactions involve a greater risk (including default and bankruptcy) than other
investments.
Impairment of Collateral Risk.
The value of collateral, if any, securing a loan can decline, and may be insufficient to meet the borrower’s obligations or difficult or costly to liquidate. In addition, the Fund’s access to collateral may
be limited by bankruptcy or other insolvency laws. Further, certain floating rate and other loans may not be fully collateralized and may decline in value.
Inflation-Protected Securities Risk.
Inflation-protected debt securities tend to react to changes in real interest rates. Real interest rates can be described as nominal interest rates minus the expected impact of inflation. In general, the price of an
inflation-protected debt security falls when real interest rates rise, and rises when real interest rates fall. Interest payments on inflation-protected debt securities will vary as the principal and/or interest is adjusted for inflation and may be
more volatile than interest paid on ordinary bonds. In periods of deflation, the Fund may have no income at all from such investments. Income earned by a shareholder depends on the amount of principal invested, and that principal will not grow with
inflation unless the shareholder reinvests the portion of Fund distributions that comes from inflation adjustments.
IPO Risk.
IPOs are
subject to many of the same risks as investing in companies with smaller market capitalizations. To the extent the Fund determines to invest in IPOs, it may not be able to invest to the extent desired, because, for example, only a small portion (if
any) of the securities being offered in an IPO are available to the Fund. The investment performance of the Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when the Fund is able to do
so. In addition, as the Fund increases in size, the impact of IPOs on the Fund’s performance will generally decrease.
Interest Rate Risk.
Interest rate risk is the risk of losses attributable to changes in interest rates. In general, if prevailing interest rates (which are currently near historic lows) rise, the values of loans and other fixed-income
instruments tend to fall, and if interest rates fall, the values of loans and other fixed-income instruments tend to rise. Changes in the value of a fixed-income instrument usually will not affect the amount of income the Fund receives from it but
will generally affect the value of the Fund's shares. In general, the longer the maturity or duration of a fixed-income instrument, the greater its sensitivity to changes in interest rates. Interest rate declines also may increase prepayments of
debt obligations, which, in turn, would increase prepayment risk. Similarly, a period of rising interest rates may negatively impact the Fund’s performance. Actions by governments and central banking authorities can result in increases in
interest rates. Such actions may negatively affect the value of fixed-income instruments held by the Fund, resulting in a negative impact on the Fund's performance and NAV. Debt instruments with floating coupon rates are typically less sensitive to
interest rate changes, but these debt instruments may decline in value if their coupon rates do not rise as much as, or keep pace with, yields on such types of debt instruments. Because rates on certain floating rate loans and other debt instruments
reset only periodically, changes in prevailing interest rates (and particularly sudden and significant changes) can be expected to cause fluctuations in the Fund’s NAV. Any interest rate increases could cause the value of the Fund’s
investments in fixed-income instruments to decrease. Rising interest rates may prompt redemptions from the Fund, which may force the Fund to sell investments at a time when it is not advantageous to do so, which could result in losses.
Investing in Other Funds Risk.
The Fund’s investment in other funds (affiliated and/or unaffiliated funds, including exchange-traded funds (ETFs)) subjects the Fund to the investment performance (positive or negative) and risks of the
underlying funds in direct proportion to the Fund’s investment therein. In addition, investments in ETFs have unique characteristics, including, but not limited to, the expense structure and additional expenses associated with investing in
ETFs. The performance of the underlying funds could be adversely affected if other investors in the same underlying funds make relatively large investments or redemptions in such underlying funds. The Fund, and its shareholders, indirectly bear a
portion of the expenses of any funds in which the Fund invests. Because the expenses and costs of an underlying fund are shared by its investors, redemptions by other investors in the underlying funds could result in decreased economies of scale and
increased operating expenses for such underlying fund. These transactions might also result in higher brokerage, tax or other costs for the underlying funds. This risk may be particularly important when one investor owns a substantial portion of the
underlying funds. The Investment Manager may have potential conflicts of interest in selecting affiliated underlying funds for investment by the Fund because the fees paid to it by some underlying funds are higher than the fees paid by other
underlying funds, as well as a potential conflict in selecting affiliated funds over unaffiliated funds. Also, to the extent that the Fund is constrained/restricted from investing (or investing further) in a particular underlying fund for one or
more reasons (e.g., underlying fund capacity constraints or regulatory restrictions) or if the Fund chooses to sell its investment in an underlying fund because of poor investment performance or for other reasons, the Fund may have to invest in
other underlying funds, including less desirable funds – from a strategy or investment performance standpoint – which could have a negative impact on Fund performance. In addition, Fund performance could be negatively impacted if an
appropriate alternate underlying fund does not present itself in a timely manner or at all.
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Issuer Risk.
An
issuer in which the Fund invests or to which it has exposure may perform poorly, and the value of its loans or securities may therefore decline, which would negatively affect the Fund’s performance. Poor performance may be caused by poor
management decisions, competitive pressures, breakthroughs in technology, reliance on suppliers, labor problems or shortages, corporate restructurings, fraudulent disclosures, natural disasters or other events, conditions or factors.
Large Fund Investor Risk.
The Fund may from time to time sell a substantial amount of its shares to relatively few investors or a single investor, including other funds advised by the Investment Manager, or third parties. Sales to and
redemptions from large investors may be very substantial relative to the size of the Fund and carry potentially adverse effects. While it is not possible to predict the overall effect of such sales and redemptions, such transactions may adversely
affect the Fund’s performance to the extent that the Fund is required to invest cash received in connection with a sale or to sell a substantial amount of its portfolio securities to facilitate a redemption, in either case, a time when the
Fund would otherwise prefer not to invest or sell, such as in an up market or down market, respectively. Such transactions may also increase the Fund’s transaction costs, which would also detract from Fund performance, while also having
potentially negative tax consequences to investors. The Fund, because of a large redemption, may be forced to sell its liquid or more liquid positions, resulting in the Fund holding a higher percentage of less liquid or illiquid securities
(securities that may be unable to sell at a favorite time or price). Because the expenses and costs of the Fund are shared by its investors, large redemptions in the Fund could result in decreased economies of scale and increased operating expenses
for non-redeeming Fund shareholders. In addition, in the event of a Fund proxy proposal, a large investor(s) could dictate with its/their vote the results of the proposal, which may have a less favorable impact on minority-stake
shareholders.
Leverage Risk.
Leverage occurs when the Fund increases its assets available for investment using borrowings, short sales, derivatives, or similar instruments or techniques. Use of leverage can produce volatility and may exaggerate
changes in the NAV of Fund shares and in the return on the Fund’s portfolio, which may increase the risk that the Fund will lose more than it has invested. The use of leverage may cause the Fund to liquidate portfolio positions when it may not
be advantageous to do so to satisfy its obligations or to meet any required asset segregation or position coverage requirements. Futures contracts, options on futures contracts, forward contracts and other derivatives can allow the Fund to obtain
large investment exposures in return for meeting relatively small margin requirements. As a result, investments in those transactions may be highly leveraged. If the Fund uses leverage, through the purchase of particular instruments such as
derivatives, the Fund may experience capital losses that exceed the net assets of the Fund. Because short sales involve borrowing securities and then selling them, the Fund’s short sales effectively leverage the Fund’s assets. The
Fund’s assets that are used as collateral to secure the Fund’s obligations to return the securities sold short may decrease in value while the short positions are outstanding, which may force the Fund to use its other assets to increase
the collateral. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund's volatility and risk of loss. There
can be no guarantee that a leveraging strategy will be successful.
Liquidity Risk.
Liquidity risk is the risk associated with any event, circumstance, or characteristic of an investment or market that negatively impacts the Fund’s ability to sell, or realize the proceeds from the sale of, an investment at a desirable time or
price. Liquidity risk may arise because of, for example, a lack of marketability of the investment. Decreases in the number of financial institutions, including banks and broker-dealers willing to make markets (match up sellers and buyers) in the
Fund’s investments or decreases in their capacity or willingness to trade such investments may increase the Fund’s exposure to this risk. The debt market has experienced considerable growth, and financial institutions making markets in
instruments purchased and sold by the Fund (e.g., bond dealers) have been subject to increased regulation. The impact of that growth and regulation on the ability and willingness of financial institutions to engage in trading or “making a
market” in such instruments remains unsettled. As a result, the Fund, when seeking to sell its portfolio investments, could find that selling is more difficult than anticipated, especially during times of high market volatility. Market
participants attempting to sell the same or a similar instrument at the same time as the Fund could exacerbate the Fund’s exposure to liquidity risk. The Fund may have to accept a lower selling price for the holding, sell other investments
that it might otherwise prefer to hold, or forego another more appealing investment opportunity. Certain investments that were liquid when purchased by the Fund may later become illiquid, particularly in times of overall economic distress. Changing
regulatory, market or other conditions or environments (for example, the interest rate or credit environments) may also adversely affect the liquidity and the price of the Fund's investments. Certain types of investments, such as structured notes
and non-investment grade fixed-income securities, as an example, may be especially subject to liquidity risk. Floating rate loans also generally are subject to legal or contractual restrictions on resale and may trade infrequently on the secondary
market. The value of the loan to the Fund may be impaired in the event that the Fund needs to liquidate such loans. The inability to purchase or sell floating rate loans and other debt instruments at a fair price may have a negative impact on the
Fund’s performance. Securities or other assets in which the Fund invests may be traded in the over-the-counter market rather than on an exchange and therefore may be more difficult to purchase or sell at a fair price. Judgment plays a larger
role in valuing illiquid or less liquid investments as compared to valuing liquid or more liquid investments. Price volatility may be higher for illiquid or less liquid investments as a result of, for example, the relatively less frequent pricing of
such securities (as compared to liquid or more liquid investments). Generally, the less liquid the market at the time the Fund sells
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a portfolio investment, the greater the risk of loss or decline of
value to the Fund. Overall market liquidity and other factors can lead to an increase in Fund redemptions, which may negatively impact Fund performance and NAV, including, for example, if the Fund is forced to sell investments in a down
market.
Governments and their regulatory
agencies and self-regulatory organizations may take actions that affect the regulation of the instruments in which the Fund invests, or the issuers of such instruments, in ways that are unforeseeable. Legislation or regulation may also change the
way in which the Fund or the Investment Manager or any Fund subadviser, as the case may be, are regulated or supervised. Such legislation or regulation could affect or preclude a Fund’s ability to achieve its investment objective.
Governments and their regulatory agencies and
self-regulatory organizations may also acquire distressed assets from financial institutions and acquire ownership interests in those institutions. The implications of government ownership and disposition of these assets are unclear, and such a
program may have positive or negative effects on the liquidity, valuation and performance of a Fund’s portfolio holdings. Furthermore, volatile financial markets can expose the Funds to greater market and liquidity risk and potential
difficulty in valuing portfolio instruments held by the Funds.
While the Investment Manager and any subadvisers can
endeavor to take various preventative measures to address liquidity risk, including conducting periodic portfolio risk analysis/management and stress-testing, such measures may not be successful and may not have fully accounted for the specific
circumstances that ultimately impact a Fund and its holdings.
Listed Private Equity Fund Investment Risk.
Private equity funds include financial institutions or vehicles whose principal business is to invest in and lend capital to privately held companies. The Fund is subject to the underlying risks that affect private
equity funds in which it invests, which may include increased liquidity risk, valuation risk, sector risk and credit risk. Limited or incomplete information about the companies in which private equity funds invest, and relatively concentrated
investment portfolios of private equity funds, may expose the Fund to greater volatility and risk of loss. Fund investment in private equity funds subjects Fund shareholders indirectly to the fees and expenses incurred by private equity
funds.
Loan Assignment/Loan Participation
Risk.
If a bank loan is acquired through an assignment, the Fund may not be able to unilaterally enforce all rights and remedies under the loan and with regard to any associated collateral. If a bank loan is
acquired through a participation, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement, and the Fund may not benefit from the collateral supporting the debt obligation in which it has
purchased the participation. As a result, the Fund will be exposed to the credit risk of both the borrower and the institution selling the participation.
Loan Interests Risk.
Loan interests may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loan interests
generally are subject to restrictions on transfer, and the Fund may be unable to sell loan interests at a time when it may otherwise be desirable to do so or may be able to sell them only at prices that are less than what the Fund regards as their
fair market value. Accordingly, loan interests may at times be illiquid. Loan interests may be difficult to value and typically have extended settlement periods (generally greater than 7 days), which expose the Fund to the risk that the receipt of
principal and interest payments may be delayed until the loan interest settles. Extended settlement periods during significant Fund redemption activity could potentially cause short-term liquidity demands within the Fund. In seeking to meet
liquidity demands, the Fund could be forced to sell investments at unfavorable prices, or borrow money or effect short settlements when possible (at a cost to the Fund), in an effort to generate sufficient cash to pay redeeming shareholders. The
Fund’s actions in this regard may not be successful. Interests in loans made to finance highly leveraged companies or transactions, such as corporate acquisitions, may be especially vulnerable to adverse changes in economic or market
conditions.
Interests in secured loans
have the benefit of collateral and, typically, of restrictive covenants limiting the ability of the borrower to further encumber its assets, although many covenants may be waived or modified with the consent of a certain percentage of the holders of
the loans even if the Fund does not consent. There is a risk that the value of any collateral securing a loan in which the Fund has an interest may decline and that the collateral may not be sufficient to cover the amount owed on the loan. In most
loan agreements there is no formal requirement to pledge additional collateral. In the event the borrower defaults, the Fund’s access to the collateral may be limited or delayed by bankruptcy or other insolvency laws. Further, there is a risk
that a court could take action with respect to a loan that is adverse to the holders of the loan, including the Fund. Such actions may include invalidating the loan, the lien on the collateral, the priority status of the loan, or ordering the refund
of interest previously paid by the borrower. Any such actions by a court could adversely affect the Fund’s performance. A default or expected default of a loan could also make it difficult for the Fund to sell the loan at a price approximating
the value previously placed on it. In order to enforce its rights in the event of a default, bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel. This may increase the Fund’s operating expenses and
adversely affect its NAV. Loans that have a lower priority for repayment in an issuer’s capital structure may involve a higher degree of overall risk than more senior loans of the same borrower. In the event of a default, second lien secured
loans will generally be paid only if the value of the collateral exceeds the amount of the borrower’s obligations to the first lien secured lenders. The remaining collateral may not be sufficient to cover the
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full amount owed on the loan in which the Fund has an interest. In
addition, if a secured loan is foreclosed, the Fund would likely bear the costs and liabilities associated with owning and disposing of the collateral. The collateral may be difficult to sell and the Fund would bear the risk that the collateral may
decline in value while the Fund is holding it. From time to time, disagreements may arise amongst the holders of loans and debt in the capital structure of an issuer, which may give rise to litigation risks, including the risk that a court could
take action adverse to the holders of the loan, which could negatively impact the Fund’s performance.
The Fund may acquire a loan interest by obtaining an
assignment of all or a portion of the interests in a particular loan that are held by an original lender or a prior assignee. As an assignee, the Fund normally will succeed to all rights and obligations of its assignor with respect to the portion of
the loan that is being assigned. However, the rights and obligations acquired by the purchaser of a loan assignment may differ from, and be more limited than, those held by the original lenders or the assignor. Alternatively, the Fund may acquire a
participation interest in a loan that is held by another party. When the Fund’s loan interest is a participation, the Fund may have less control over the exercise of remedies than the party selling the participation interest, and the Fund
normally would not have any direct rights against the borrower. As a participant, the Fund also would be subject to the risk that the party selling the participation interest would not remit the Fund’s pro rata share of loan payments to the
Fund. It may also be difficult for the Fund to obtain an accurate picture of a lending bank’s financial condition.
Macro Strategy Risk.
The profitability of any macro program depends primarily on the ability of its manager to predict derivative contract price movements to implement investment ideas regarding macroeconomic trends. Price movements for commodity interests are
influenced by, among other things: changes in interest rates; governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; weather and climate conditions; natural disasters, such as hurricanes; changing supply and
demand relationships; changes in balances of payments and trade; U.S. and international rates of inflation and deflation; currency devaluations and revaluations; U.S. and international political and economic events; and changes in philosophies and
emotions of market participants. The manager’s trading methods may not take all of these factors into account.
The global macro programs to which the Fund’s
investments are exposed typically use derivative financial instruments that are actively traded using a variety of strategies and investment techniques that involve significant risks. The derivative financial instruments traded include commodities,
currencies, futures, options and forward contracts and other derivative instruments that have inherent leverage and price volatility that result in greater risk than instruments used by typical mutual funds, and the systematic programs used to trade
them may rely on proprietary investment strategies that are not fully disclosed, which may in turn result in risks that are not anticipated.
Market Risk.
Market risk refers to the possibility that the market values of securities or other investments that the Fund holds will fall, sometimes rapidly or unpredictably, or fail to rise. The value of Fund investments may fall
or fail to rise because of a variety of actual or perceived factors affecting an issuer (e.g., an unfavorable earnings report), the industry or sector in which it operates, or the market as a whole, which may reduce the value of an investment in the
Fund. Accordingly, an investment in the Fund could lose money over short or long periods. The market values of the investments the Fund holds can be affected by changes or potential or perceived changes in U.S. or foreign economies,
financial markets, interest rates and the liquidity of these investments, among other factors.
Master Limited Partnership Risk.
Investments in securities (units) of master limited partnerships involve risks that differ from an investment in common stock. Holders of these units have more limited rights to vote on matters affecting the
partnership. These units may be subject to cash flow and dilution risks. There are also certain tax risks associated with such an investment. In particular, the Fund’s investment in master limited partnerships can be limited by the
Fund’s intention to qualify as a regulated investment company for U.S. federal income tax purposes, and can limit the Fund’s ability to so qualify. In addition, conflicts of interest may exist between common unit holders, subordinated
unit holders and the general partner of a master limited partnership, including a conflict arising as a result of incentive distribution payments. In addition, there are risks related to the general partner’s right to require unit holders to
sell their common units at an undesirable time or price.
Mid-Cap Company Securities Risk.
Securities of mid-capitalization companies (mid-cap companies) can, in certain circumstances, have more risk than securities of larger capitalization companies (larger companies). For example, mid-cap companies may be
more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and business operations. Mid-cap companies are also more likely than larger companies to have
more limited product lines and operating histories and to depend on smaller management teams. Securities of mid-cap companies may trade less frequently and in smaller volumes and may fluctuate more sharply in value than securities of larger
companies. When the Fund takes significant positions in mid-cap companies with limited trading volumes, the liquidation of those positions, particularly in a distressed market, could be difficult and result in Fund investment losses. In addition,
some mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
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Model and Technology Risk.
Investment strategies or programs that are fundamentally dependent on proprietary or licensed technology, such as, among other things, hardware, software, model-based strategies, data gathering systems, order execution,
and trade allocation systems, and/or risk management systems may not be successful on an ongoing basis or could contain errors, omissions, imperfections, or malfunctions. Any such errors, imperfections or limitations in a model could affect the
ability of the manager to implement strategies. Despite testing, monitoring and independent safeguards, these errors may result in, among other things, execution and allocation failures and failures to properly gather, organize and analyze amounts
of data from third parties and other external sources. More specifically, as it is not possible or practicable for a manager to factor all relevant, available data into quantitative model forecasts and/or trading decisions, managers (and/or
affiliated licensors of such data) will use their discretion to determine what data to gather with respect to an investment strategy and what subset of that data the models will take into account to produce forecasts that may have an impact on
ultimate trading decisions, all of which may have a negative effect on the Fund.
Errors are often extremely difficult to detect and
some may go undetected for long periods of time and some may never be detected. The adverse impact caused by these errors can compound over time. A manager (and/or the licensor of the models or technology) may detect certain errors that it chooses,
in its sole discretion, not to address or fix. By necessity, models make simplifying assumptions that limit their efficacy. Models that appear to explain prior market data can fail to predict future market events. Moreover, an increasing number of
market participants may rely on models that are similar to those used by a manager (or an affiliate of a manager), which may result in a substantial number of market participants taking the same action with respect to an investment. Should one or
more of these other market participants begin to divest themselves of one or more portfolio investments, the Fund could suffer losses. Additionally, shareholders should be aware that there is no guarantee that a manager that uses quantitative
techniques will use any specific data or type of data in generating forecasts or making trading decisions on behalf of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf
of the Fund will be (i) the most accurate data available or (ii) free from errors.
Money Market Fund Investment Risk.
An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. Certain money market funds float their NAV while others seek to preserve
the value of investments at a stable NAV (typically $1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable NAV per share, is not guaranteed and it is possible for the Fund to lose money by
investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent
the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund
from redeeming shares when the Investment Manager would otherwise redeem shares. In addition to the fees and expenses that the Fund directly bears, the Fund indirectly bears the fees and expenses of any money market funds in which it invests,
including affiliated money market funds. To the extent these fees and expenses, along with the fees and expenses of any other funds in which the Fund may invest, are expected to equal or exceed 0.01% of the Fund’s average daily net assets,
they will be reflected in the Annual Fund Operating Expenses set forth in the table under “Fees and Expenses of the Fund.” By investing in a money market fund, the Fund will be exposed to the investment risks of the money market fund in
direct proportion to such investment. The money market fund may not achieve its investment objective.
The Fund, through its investment in the money market fund, may not achieve its investment objective. To
the extent the Fund invests in instruments such as derivatives, the Fund may hold investments, which may be significant, in money market fund shares to cover its obligations resulting from the Fund’s investments in derivatives. Money market
funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance
and/or yield of money market funds.
Because a decision to impose or not impose such
liquidity fees and/or redemption gates on an affiliated money market fund may negatively impact any Funds that invest in it, all to which the Investment Manager and Board may also owe a fiduciary duty, any recommendation by the Investment Manager or
decision by the Board with respect to such fees or gates on the affiliated money market fund may present potential conflicts of interest to the Investment Manager and the Board. The Board of the affiliated money market fund, for example, could be
conflicted by a determination to not impose such fees and/or gates at a time when, if implemented, the other Columbia Funds could potentially experience negative impacts, while not imposing such fees and/or gates could potentially result in a
negative impact to the affiliated money market fund. Any decisions by the Board to favor such fees and/or gates could result in reduced or limited investments in the affiliated money market fund by the other Columbia Funds, which may lead to
increased affiliated money market fund expenses (which would be borne by the remaining Fund investors).
If a liquidity fee or redemption gate is imposed, an
investing Columbia Fund may have to sell other investments at less than opportune times rather than using the cash invested in the money market fund to meet shareholder redemptions. The Investment Manager, as a result of any such fees and/or gates
on an affiliated money market fund (or the potential imposition thereof,
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recognizing that the Investment
Manager will be aware of the affiliated money market fund’s liquid assets position), may determine to not invest the other Columbia Funds’ assets in the affiliated money market fund, and potentially be forced to invest in more expensive,
lower-performing investments.
Money Market Fund
Risk.
Although government money market funds (such as VP - Government Money Market Fund) may seek to preserve the value of shareholders’ investment at $1.00 per share, the NAVs of such money market fund shares
can fall, and in infrequent cases in the past have fallen, below $1.00 per share, potentially causing shareholders who redeem their shares at such NAVs to lose money from their original investment.
At times of (i) significant redemption activity by
shareholders, including, for example, when a single investor or a few large investors make a significant redemption of Fund shares, (ii) insufficient levels of cash in the Fund's portfolio to satisfy redemption activity, and (iii) disruption in the
normal operation of the markets in which the Fund buys and sells portfolio securities, the Fund could be forced to sell portfolio securities at unfavorable prices in order to generate sufficient cash to pay redeeming shareholders. Sales of portfolio
securities at such times could result in losses to the Fund and cause the NAV of Fund shares to fall below $1.00 per share. Additionally, in some cases, the default of a single portfolio security could cause the NAV of Fund shares to fall below
$1.00 per share. In addition, neither the Investment Manager nor any of its affiliates has a legal obligation to provide financial support to the Fund, and you should not expect that they or any person will provide financial support to the Fund at
any time. The Fund may suspend redemptions or the payment of redemption proceeds when permitted by applicable regulations.
It is possible that, during periods of low
prevailing interest rates or otherwise, the income from portfolio securities may be less than the amount needed to pay ongoing Fund operating expenses and may prevent payment of any dividends or distributions to Fund shareholders or cause the NAV of
Fund shares to fall below $1.00 per share. In such cases, the Fund may reduce or eliminate the payment of such dividends or distributions or seek to reduce certain of its operating expenses. There is no guarantee that such actions would enable the
Fund to maintain a constant NAV of $1.00 per share.
Mortgage- and Other Asset-Backed Securities Risk.
The value of any mortgage-backed and other asset-backed securities held by the Fund may be affected by, among other things, changes or perceived changes in: interest rates; factors concerning the interests in and
structure of the issuer or the originator of the mortgages or other assets; the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements; or the market's assessment of the quality of
underlying assets. Mortgage-backed securities represent interests in, or are backed by, pools of mortgages from which payments of interest and principal (net of fees paid to the issuer or guarantor of the securities) are distributed to the holders
of the mortgage-backed securities. Other types of asset-backed securities typically represent interests in, or are backed by, pools of receivables such as credit, automobile, student and home equity loans. Mortgage- and other asset-backed securities
can have a fixed or an adjustable rate. Mortgage- and other asset-backed securities are subject to prepayment risk, which is the possibility that the underlying mortgage or other asset may be refinanced or prepaid prior to maturity during periods of
declining or low interest rates, causing the Fund to have to reinvest the money received in securities that have lower yields. In addition, the impact of prepayments on the value of mortgage- and other asset-backed securities may be difficult to
predict and may result in greater volatility. Rising or high interest rates tend to extend the duration of mortgage- and other asset-backed securities, making them more volatile and more sensitive to changes in interest rates. Payment of principal
and interest on some mortgage-backed securities (but not the market value of the securities themselves) may be guaranteed (i) by the full faith and credit of the U.S. Government (in the case of securities guaranteed by the Government National
Mortgage Association) or (ii) by its agencies, authorities, enterprises or instrumentalities (in the case of securities guaranteed by the Federal National Mortgage Association (FNMA) or the Federal Home Loan Mortgage Corporation (FHLMC)), which are
not insured or guaranteed by the U.S. Government (although FNMA and FHLMC may be able to access capital from the U.S. Treasury to meet their obligations under such securities). Mortgage-backed securities issued by non-governmental issuers (such as
commercial banks, savings and loan institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers) may be supported by various credit enhancements, such as pool insurance, guarantees issued by governmental
entities, letters of credit from a bank or senior/subordinated structures, and may entail greater risk than obligations guaranteed by the U.S. Government, whether or not such obligations are guaranteed by the private issuer.
Multi-Strategy Risk.
The multi-strategy approach employed by the Fund involves special risks, which include the risk that investment decisions, at the Fund or the underlying fund level, may conflict with each other; for example, at any particular time, one manager may
be purchasing shares of an issuer whose shares are being sold by another manager. Consequently, the Fund could indirectly incur transaction costs without accomplishing any net investment result. Also, managers may use proprietary or licensed
investment strategies that are based on considerations and factors that are not fully disclosed to the Fund or other investors.
Moreover, consistent with the Fund’s
investment objectives, these proprietary or licensed investment strategies, which may include quantitative mathematical models or systems, may be changed or refined over time. A manager (or the licensor of the strategies used by the manager) may
make certain changes to the strategies the manager has previously used, may not use such
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strategies at all (or the manager’s license may be revoked),
or may use additional strategies, where such changes or discretionary decisions, and the reasons for such changes or decisions, are also not disclosed to the Fund or other investors. These strategies may involve risks under some market conditions
that are not anticipated by the Investment Manager or the Fund.
Municipal Securities Risk.
Municipal securities are debt obligations generally issued to obtain funds for various public purposes, including general financing for state and local governments, or financing for a specific project or public
facility, and include obligations of the governments of the U.S. territories, commonwealths and possessions such as Guam, Puerto Rico and the U.S. Virgin Islands to the extent such obligations are exempt from state and federal income taxes.
Municipal securities can be significantly affected by political and legislative changes at the state or federal level. Municipal securities may be fully or partially backed by the taxing authority of the local government, by the credit of a private
issuer, by the current or anticipated revenues from a specific project or specific assets or by domestic or foreign entities providing credit support, such as letters of credit, guarantees or insurance, and are generally classified into general
obligation bonds and special revenue obligations. General obligation bonds are backed by an issuer's taxing authority and may be vulnerable to limits on a government's power or ability to raise revenue or increase taxes. They may also depend for
payment on legislative appropriation and/or funding or other support from other governmental bodies. Revenue obligations are payable from revenues generated by a particular project or other revenue source, and are typically subject to greater risk
of default than general obligation bonds because investors can look only to the revenue generated by the project or other revenue source backing the project, rather than to the general taxing authority of the state or local government issuer of the
obligations. Because many municipal securities are issued to finance projects in sectors such as education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal market. The amount of publicly
available information for municipal issuers is generally less than for corporate issuers.
Issuers in a state, territory,
commonwealth or possession in which the Fund invests may experience significant financial difficulties. Such financial difficulties may lead to credit rating downgrade(s) of such issuers which, in turn, could affect the market values and
marketability of many or all municipal obligations of issuers in such state, territory, commonwealth or possession. The value of the Fund’s shares will be negatively impacted to the extent it invests in such securities. The Fund’s annual
and semiannual reports show the Fund’s investment exposures at a point in time. The risk of investing in the Fund is directly correlated to the Fund’s investment exposures.
Opportunistic Investing Risk.
Undervalued securities involve the risk that they may never reach their expected full market value, either because the market fails to recognize the security's intrinsic worth or the expected value was misgauged.
Undervalued securities also may decline in price even though the Investment Manager believes they are already undervalued. Turnaround companies may never improve their fundamentals, may take much longer than expected to improve, or may improve much
less than expected. Development stage companies could fail to develop and deplete their assets, resulting in large percentage losses.
Preferred Stock
Risk.
Preferred stock is a type of stock that generally pays dividends at a specified rate and that has preference over common stock in the payment of dividends and the liquidation of assets. Preferred stock does
not ordinarily carry voting rights. The price of a preferred stock is generally determined by earnings, type of products or services, projected growth rates, experience of management, liquidity, and general market conditions of the markets on which
the stock trades. The most significant risks associated with investments in preferred stock include issuer risk, market risk and interest rate risk (
i.e.
, the risk of losses attributable to changes in interest rates).
Prepayment and Extension Risk.
Prepayment and extension risk is the risk that a loan, bond or other security or investment might, in the case of prepayment risk, be called or otherwise converted, prepaid or redeemed before maturity and, in the case
of extension risk, that the investment might not be called as expected. In the case of prepayment risk, if the investment is converted, prepaid or redeemed before maturity, the portfolio managers may not be able to invest the proceeds in other
investments providing as high a level of income, resulting in a reduced yield to the Fund. In the case of mortgage- or other asset-backed securities, as interest rates decrease or spreads narrow, the likelihood of prepayment increases. Conversely,
extension risk is the risk that an unexpected rise in interest rates will extend the life of a mortgage- or asset-backed security beyond the prepayment time. If the Fund's investments are locked in at a lower interest rate for a longer period of
time, the portfolio managers may be unable to capitalize on securities with higher interest rates or wider spreads.
Quantitative Model Risk.
The Fund may use quantitative methods to select investments. Securities or other investments selected using quantitative methods may perform differently from the market as a whole or from their expected performance for
many reasons, including factors used in building the quantitative analytical framework, the weights placed on each factor, and changing sources of market returns, among others. Any errors or imperfections in the quantitative analyses or models, or
in the data on which they are based, could adversely affect the effective use of such analyses or models, which in turn could adversely affect the Fund’s performance. It is not possible or practicable for a quantitative manager to factor all
relevant, available data into quantitative model forecasts and/or trading decisions. Quantitative managers will use their discretion to determine what data to gather with respect to an investment strategy and what data the models will take into
account to produce forecasts that may have an impact on ultimate trading decisions. Shareholders should be aware that there is no guarantee that a quantitative manager will
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use any specific data or type of data in making trading decisions
on behalf of the Fund, nor is there any guarantee that the data actually utilized in generating forecasts or making trading decisions on behalf of the Fund will be the most accurate data available or free from errors. There can be no assurance that
these methodologies will enable the Fund to achieve its objective.
Real Estate-Related Investment Risk.
Investments in real estate investment trusts (REITs) and in securities of other companies (wherever organized) principally engaged in the real estate industry subject the Fund to, among other things, risks similar to
those of direct investments in real estate and the real estate industry in general. These include risks related to general and local economic conditions, possible lack of availability of financing and changes in interest rates or property values.
REITs are entities that either own properties or make construction or mortgage loans, and also may include operating or finance companies. The value of interests in a REIT may be affected by, among other factors, changes in the value of the
underlying properties owned by the REIT, changes in the prospect for earnings and/or cash flow growth of the REIT itself, defaults by borrowers or tenants, market saturation, decreases in market rates for rents, and other economic, political, or
regulatory matters affecting the real estate industry, including REITs. REITs and similar non-U.S. entities depend upon specialized management skills, may have limited financial resources, may have less trading volume in their securities, and may be
subject to more abrupt or erratic price movements than the overall securities markets. REITs are also subject to the risk of failing to qualify for favorable tax treatment under the Internal Revenue Code of 1986, as amended. Some REITs (especially
mortgage REITs) are affected by risks similar to those associated with investments in debt securities including changes in interest rates and the quality of credit extended.
Redemption Risk.
The
Fund may need to sell portfolio securities to meet redemption requests. The Fund could experience a loss when selling portfolio securities to meet redemption requests if there is (i) significant redemption activity by shareholders, including, for
example, when a single investor or few large investors make a significant redemption of Fund shares, (ii) a disruption in the normal operation of the markets in which the Fund buys and sells portfolio securities or (iii) the inability of the Fund to
sell portfolio securities because such securities are illiquid. In such events, the Fund could be forced to sell portfolio securities at unfavorable prices in an effort to generate sufficient cash to pay redeeming shareholders. The Fund may suspend
redemptions or the payment of redemption proceeds when permitted by applicable regulations.
Regulatory Risk — Alternative Investments.
Legal, tax, and regulatory developments may adversely affect the Fund and its investments. The regulatory environment for the Fund and certain of its investments is evolving, and changes in the regulation of investment
funds, their managers, and their trading activities and capital markets, or a regulator’s disagreement with the Fund’s or others’ interpretation of the application of certain regulations, may adversely affect the ability of the
Fund to pursue its investment strategy, its ability to obtain leverage and financing, and the value of investments held by the Fund. There has been an increase in governmental, as well as self-regulatory, scrutiny of the investment industry in
general and the alternative investment industry in particular. It is impossible to predict what, if any, changes in regulations may occur, but any regulation that restricts the ability of the Fund or any underlying funds or other investments to
trade in securities or other instruments or the ability of the Fund or underlying funds to employ, or brokers and other counterparties to extend, credit in their trading (as well as other regulatory changes that result) could have a material adverse
impact on the Fund’s performance.
Shareholders should understand that the Fund’s
business is dynamic and is expected to change over time. Therefore, the Fund and its underlying investments may be subject to new or additional regulatory constraints in the future. Such regulations may have a significant impact on shareholders or
the operations of the Fund, including, without limitation, restricting the types of investments the Fund may make, preventing the Fund from exercising its voting rights with regard to certain financial instruments, requiring the Fund to disclose the
identity of its investors or otherwise. To the extent the Fund or its underlying investments are subject to such regulation, such regulations may have a detrimental effect on one or more shareholders. Prospective investors are encouraged to consult
their own advisors regarding an investment in the Fund.
Regulatory Risk — Money
Market Funds.
Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of
current laws, may affect the manner of operation, performance and/or yield of money market funds.
Reinvestment Risk.
Reinvestment risk is the risk that the Fund will not be able to reinvest income or principal at the same return it is currently earning.
Repurchase Agreements Risk.
Repurchase agreements are agreements in which the seller of a security to the Fund agrees to repurchase that security from the Fund at a mutually agreed upon price and time. Repurchase agreements carry the risk that the
counterparty may not fulfill its obligations under the agreement. This could cause the Fund's income and the value of your investment in the Fund to decline.
Reverse Repurchase Agreements Risk.
Reverse repurchase agreements are agreements in which a Fund sells a security to a counterparty, such as a bank or broker-dealer, in return for cash and agrees to repurchase that security at a mutually agreed upon price
and time. Reverse repurchase agreements carry the risk that the market value of the security sold by the Fund may decline below the price at which the Fund must repurchase the security. Reverse repurchase agreements also may be viewed as a form
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borrowing, and borrowed assets used for investment creates leverage
risk. Leverage can create an interest expense that may lower the Fund's overall returns. Leverage presents the opportunity for increased net income and capital gains, but may also exaggerate the Fund’s volatility and risk of loss. There can be
no guarantee that this strategy will be successful.
Rule 144A and Other Exempted
Securities Risk.
The Fund may invest in privately placed and other securities or instruments exempt from SEC registration (collectively “private placements”), subject to liquidity and other regulatory
restrictions. In the U.S. market, private placements are typically sold only to qualified institutional buyers, or qualified purchasers, as applicable. An insufficient number of buyers interested in purchasing private placements at a particular time
could adversely affect the marketability of such investments and the Fund might be unable to dispose of them promptly or at reasonable prices, subjecting the Fund to liquidity risk. The Fund may invest in private placements determined to be liquid
as well as those determined to be illiquid. Even if determined to be liquid, the Fund’s holdings of private placements may increase the level of Fund illiquidity if eligible buyers are unable or unwilling to purchase them at a particular time.
The Fund may also have to bear the expense of registering the securities for resale and the risk of substantial delays in effecting the registration. Additionally, the purchase price and subsequent valuation of private placements typically reflect a
discount, which may be significant, from the market price of comparable securities for which a more liquid market exists. Issuers of Rule 144A eligible securities are required to furnish information to potential investors upon request. However, the
required disclosure is much less extensive than that required of public companies and is not publicly available since the offering is not filed with the SEC. Further, issuers of Rule 144A eligible securities can require recipients of the offering
information (such as the Fund) to agree contractually to keep the information confidential, which could also adversely affect the Fund’s ability to dispose of the security.
Sector Risk.
At
times, the Fund may have a significant portion of its assets invested in securities of companies conducting business in a related group of industries within a sector. Companies in the same sector may be similarly affected by economic, regulatory,
political or market events or conditions, which may make the Fund more vulnerable to unfavorable developments in that sector than funds that invest more broadly. Generally, the more broadly the Fund invests, the more it spreads risk and potentially
reduces the risks of loss and volatility.
Sector Risk — Consumer Discretionary Sector
Investments.
To the extent a Fund concentrates its investments in companies in the consumer discretionary sector, it may be more susceptible to the particular risks that may affect companies in that sector than if
it were invested in a wider variety of companies in unrelated sectors. Companies in the consumer discretionary sector are subject to certain risks, including fluctuations in the performance of the overall domestic and international economy, interest
rate changes, increased competition and consumer confidence. Performance of such companies may be affected by factors including reduced disposable household income, reduced consumer spending, changing demographics and consumer tastes.
Sector Risk — Energy Sector Investments.
To the extent a Fund concentrates its investments in companies in the energy sector, it may be more susceptible to the particular risks that may affect companies in that sector than if it were invested in a wider
variety of companies in unrelated sectors. Companies in the energy sector are subject to certain risks, including legislative or regulatory changes, adverse market conditions and increased competition. Performance of such companies may be affected
by factors including, among others, fluctuations in energy prices and supply and demand of energy fuels, energy conservation, the success of exploration projects, local and international politics, and events occurring in nature. For instance,
natural events (such as earthquakes, hurricanes or fires in prime natural resources areas) and political events (such as government instability or military confrontations) can affect the value of companies involved in business activities in the
energy sector. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The energy sector may also be affected by economic cycles,
rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory changes, local and international politics, and adverse market conditions.
Sector Risk — Financial Services Sector
Investments.
To the extent a Fund concentrates its investments in companies in the financial services sector, it may be more susceptible to the particular risks that may affect companies in that sector than if it
were invested in a wider variety of companies in unrelated sectors. Companies in the financial services sector are subject to certain risks, including the risk of regulatory change, decreased liquidity in credit markets and unstable interest rates.
Such companies may have concentrated portfolios, such as a high level of loans to real estate developers, which makes them vulnerable to economic conditions that affect that industry. Performance of such companies may be affected by competitive
pressures and exposure to investments or agreements that, under certain circumstances, may lead to losses (
e.g.
, subprime loans). Companies in the
financial services sector are subject to extensive governmental regulation that may limit the amount and types of loans and other financial commitments they can make, and interest rates and fees that they may charge. In addition, profitability of
such companies is largely dependent upon the availability and the cost of capital.
Sector Risk — Health Care Sector Investments.
To the extent a Fund concentrates its investments in companies in the health care sector, it may be more susceptible to the particular risks that may affect companies in that sector than if it were invested in a wider
variety of companies in unrelated sectors. Companies in the health care sector are subject to certain risks, including restrictions on government reimbursement for medical expenses, government approval of medical products and services,
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competitive pricing pressures, and the rising cost of medical
products and services (especially for companies dependent upon a relatively limited number of products or services). Performance of such companies may be affected by factors including, government regulation, obtaining and protecting patents (or the
failure to do so), product liability and other similar litigation as well as product obsolescence.
Sector Risk — Industrials Sector Investments.
To the extent a Fund concentrates its investments in companies in the industrials sector, it may be more susceptible to the particular risks that may affect companies in that sector than if it were invested in a wider
variety of companies in unrelated sectors. Companies in the industrials sector are subject to certain risks, including changes in supply and demand for their specific product or service and for industrial sector products in general, including
decline in demand for such products due to rapid technological developments and frequent new product introduction. Performance of such companies may be affected by factors including government regulation, world events and economic conditions and
risks for environmental damage and product liability claims.
Sector Risk — Materials Investments.
To the extent a Fund concentrates its investments in companies in the materials sector, it may be more susceptible to the particular risks that may affect companies in the materials sector than if it were invested in a
wider variety of companies in unrelated sectors. Companies in the materials sector are subject to certain risks, including that many materials companies are significantly affected by the level and volatility of commodity prices, exchange rates,
import controls, increased competition, environmental policies, consumer demand, and events occurring in nature. For instance, natural events (such as earthquakes, hurricanes or fires in prime natural resource areas) and political events (such as
government instability or military confrontations) can affect the value of companies involved in business activities in the materials sector. Performance of such companies may be affected by factors including, among others, that at times worldwide
production of industrial materials has exceeded demand as a result of over-building or economic downturns, leading to poor investment returns or losses. Other risks may include liabilities for environmental damage and general civil liabilities,
depletion of resources, and mandated expenditures for safety and pollution control. The materials sector may also be affected by economic cycles, rising interest rates, high inflation, technical progress, labor relations, legislative or regulatory
changes, local and international politics, and adverse market conditions. In addition, prices of, and thus the Fund’s investments in, precious metals are considered speculative and are affected by a variety of worldwide and economic, financial
and political factors. Prices of precious metals may fluctuate sharply.
Sector Risk — Technology and Technology-Related
Sector Investment Risk.
To the extent a Fund concentrates its investments in companies in technology and technology related sectors, it may be more susceptible to the particular risks that may affect companies in
those sectors, as well as other technology-related sectors (collectively, the technology sectors) than if it were invested in a wider variety of companies in unrelated sectors. Companies in the technology sectors are subject to certain risks,
including the risk that new services, equipment or technologies will not be accepted by consumers and businesses or will become rapidly obsolete. Performance of such companies may be affected by factors including obtaining and protecting patents (or
the failure to do so) and significant competitive pressures, including aggressive pricing of their products or services, new market entrants, competition for market share and short product cycles due to an accelerated rate of technological
developments. Such competitive pressures may lead to limited earnings and/or falling profit margins. As a result, the value of their securities may fall or fail to rise. In addition, many technology sector companies have limited operating histories
and prices of these companies’ securities historically have been more volatile than other securities, especially over the short term.
Short Positions
Risk.
A Fund that establishes short positions introduces more risk to the Fund than a fund that only takes long positions (where the Fund owns the instrument or other asset) because the maximum sustainable loss on
an instrument or other asset purchased (held long) is limited to the amount paid for the instrument or other asset plus the transaction costs, whereas there is no maximum price of the shorted instrument or other asset when purchased in the open
market. Therefore, in theory, short positions have unlimited risk. The Fund’s use of short positions in effect “leverages” the Fund. Leverage potentially exposes the Fund to greater risks of loss due to unanticipated market
movements, which may magnify losses and increase the volatility of returns. To the extent the Fund takes a short position in a derivative instrument or other asset, this involves the risk of a potentially unlimited increase in the value of the
underlying instrument or other asset.
Small- and Mid-Cap Company Securities Risk.
Securities of small- and mid-capitalization companies (small- and mid-cap companies) can, in certain circumstances, have a higher potential for gains than securities of larger, more established companies (larger
companies) but may also have more risk. For example, small- and mid-cap companies may be more vulnerable to market downturns and adverse business or economic events than larger companies because they may have more limited financial resources and
business operations. Small- and mid-cap companies are also more likely than larger companies to have more limited product lines and operating histories and to depend on smaller management teams. Securities of small- and mid-cap companies may trade
less frequently and in smaller volumes and may be less liquid and fluctuate more sharply in value than securities of larger companies. When the Fund takes significant positions in small- and mid-cap companies with limited trading
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volumes, the liquidation of those positions, particularly in a
distressed market, could be prolonged and result in losses to the Fund. In addition, some small- and mid-cap companies may not be widely followed by the investment community, which can lower the demand for their stocks.
Sovereign Debt Risk.
A sovereign debtor’s willingness or ability to repay principal and pay interest in a timely manner may be affected by a variety of factors, including its cash flow situation, the extent of its reserves, the availability of sufficient foreign
exchange on the date a payment is due, the relative size of the debt service burden to the economy as a whole, the sovereign debtor’s policy toward international lenders, and the political constraints to which a sovereign debtor may be
subject.
With respect to sovereign debt
of emerging market issuers, investors should be aware that certain emerging market countries are among the largest debtors to commercial banks and foreign governments. At times, certain emerging market countries have declared moratoria on the
payment of principal and interest on external debt. Certain emerging market countries have experienced difficulty in servicing their sovereign debt on a timely basis and that has led to defaults and the restructuring of certain indebtedness to the
detriment of debtholders. Sovereign debt risk is increased for emerging market issuers.
Special Situations Risk.
Securities of companies that are involved in an initial public offering or a major corporate event, such as a business consolidation or restructuring, may be exposed to heightened risk because of the high degree of
uncertainty that can be associated with such events. Securities issued in initial public offerings often are issued by companies that are in the early stages of development, have a history of little or no revenues and may operate at a loss following
the offering. It is possible that there will be no active trading market for the securities after the offering, and that the market price of the securities may be subject to significant and unpredictable fluctuations. Initial public offerings are
subject to many of the same risks as investing in companies with smaller market capitalizations. To the extent the Fund determines to invest in initial public offerings, it may not be able to invest to the extent desired, because, for example, only
a small portion (if any) of the securities being offered in an initial public offering are available to the Fund. The investment performance of the Fund during periods when it is unable to invest significantly or at all in initial public offerings
may be lower than during periods when the Fund is able to do so. Certain “special situation” investments are investments in securities or other instruments that are determined to be illiquid or lacking a readily ascertainable fair value.
Certain special situation investments prevent ownership interests therein from being withdrawn until the special situation investment, or a portion thereof, is realized or deemed realized, which may negatively impact Fund performance. Investing in
special situations may have a magnified effect on the performance of funds with small amounts of assets.
Stripped Securities Risk.
Stripped securities are the separate income or principal components of debt securities. These securities are particularly sensitive to changes in interest rates, and therefore subject to greater fluctuations in price
than typical interest bearing debt securities. For example, stripped mortgage-backed securities have greater interest rate risk than mortgage-backed securities with like maturities, and stripped treasury securities have greater interest rate risk
than traditional government securities with identical credit ratings.
Terrorism, War, Natural Disaster
and Epidemic Risk.
Terrorism, war, military confrontations and related geopolitical events (and their aftermath) have led, and in the future may lead, to increased short-term market volatility and may have adverse
long-term effects on U.S. and world economies and markets generally. Likewise, natural and environmental disasters, such as, for example, earthquakes, fires, floods, hurricanes, tsunamis and weather-related phenomena generally, as well as widespread
disease and virus epidemics, can be highly disruptive to economies and markets, adversely affecting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors
affecting the value of the Funds’ investments.
U.S. Government Obligations Risk.
While U.S. Treasury obligations are backed by the “full faith and credit” of the U.S. Government, such securities are nonetheless subject to credit risk (
i.e.
, the risk that the U.S. Government may be, or may be perceived to be, unable or unwilling to honor its financial obligations, such as making payments).
Securities issued or guaranteed by federal agencies or authorities and U.S. Government-sponsored instrumentalities or enterprises may or may not be backed by the full faith and credit of the U.S. Government. For example, securities issued by the
Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association and the Federal Home Loan Banks are neither insured nor guaranteed by the U.S. Government. These securities may be supported by the ability to borrow from the U.S.
Treasury or only by the credit of the issuing agency, authority, instrumentality or enterprise and, as a result, are subject to greater credit risk than securities issued or guaranteed by the U.S. Treasury.
Valuation Risk.
The
sales price the Fund (or an underlying fund or other investment vehicle) could receive for any particular investment may differ from the Fund’s (or an underlying fund’s or other investment vehicle’s) valuation of the investment,
particularly for securities that trade in thin or volatile markets or that are valued using a fair value methodology that produces an estimate of the fair value of the security/instrument, which may prove to be inaccurate. Investors who purchase or
redeem Fund shares on days when the Fund is holding securities or other instruments (or holding shares of underlying funds or other investment vehicles that have fair-valued securities or other instruments in their portfolios) may receive fewer or
more shares or lower or higher redemption proceeds than they would have received if the Fund (or underlying fund or other investment vehicle)
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had not fair-valued the security
or instrument or had used a different valuation methodology. The value of foreign securities, certain fixed-income securities and currencies, as applicable, may be materially affected by events after the close of the market on which they are valued,
but before the Fund determines its NAV.
Warrants and Rights Risk.
Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified
period or perpetually. Warrants may be acquired separately or in connection with the acquisition of securities. Warrants do not carry with them the right to dividends or voting rights and they do not represent any rights in the assets of the issuer.
Warrants are subject to the risks associated with the security underlying the warrant, including market risk. Warrants may expire unexercised and subject the Fund to liquidity risk (the risk that it may not be possible for the Fund to liquidate the
instrument at an advantageous time or price), which may result in Fund losses. Rights are available to existing shareholders of an issuer to enable them to maintain proportionate ownership in the issuer by being able to buy newly issued shares.
Rights allow shareholders to buy the shares below the current market price. Rights are typically short-term instruments that are valued separately and trade in the secondary market during a subscription (or offering) period. Holders can exercise the
rights and purchase the stock, sell the rights or let them expire. Their value, and their risk of investment loss, is a function of that of the underlying security.
Zero-Coupon Bonds Risk.
Zero-coupon bonds are bonds that do not pay interest in cash on a current basis, but instead accrue interest over the life of the bond. As a result, these securities are issued at a discount and their values may
fluctuate more than the values of similar securities that pay interest periodically. Although these securities pay no interest to holders prior to maturity, interest accrued on these securities is reported as income to the Fund and affects the
amounts distributed to its shareholders, which may cause the Fund to sell investments to obtain cash to make income distributions to shareholders, including at times when it may not be advantageous to do so.
Auditor Independence Risk.
The Fund prepares financial statements in accordance with U.S. generally accepted accounting principles and has engaged PwC to serve as the independent accountant to the Fund. As the Fund’s independent accountant,
PwC must meet regulatory requirements relating to independence, including the SEC’s auditor independence rules which prohibit accounting firms from having certain financial relationships with their audit clients and affiliated entities.
Specifically, as interpreted by SEC staff, under Rule 2-01(c)(1)(ii)(A) of Regulation S-X (the Loan Rule), an accounting firm would not be considered independent if it receives a loan from a lender or an affiliate of a lender that is a “record
or beneficial owner of more than ten percent of the audit client’s equity securities.” PwC has advised the Audit Committee of the Board that PwC and certain of its affiliates have loans from lenders who are also record owners of more
than 10% of the shares issued by several funds in the Columbia Funds Complex or certain other entities within the Ameriprise Financial investment company complex.
On June 20, 2016, the SEC staff issued a
“no-action” letter (the Loan Rule No-Action Letter) confirming that it would not recommend that the SEC commence enforcement action against a fund that continues to fulfill its regulatory requirements under the federal securities laws by
using audit services performed by an audit firm that is not in compliance with the Loan Rule, provided that: (1) the audit firm has complied with Public Company Accounting Oversight Board (PCAOB) Rule 3526(b)(1) and 3526(b)(2) or, with respect to
any fund or entity to which Rule 3526 does not apply, has provided substantially equivalent communications; (2) the audit firm’s non-compliance under the Loan Rule is limited to certain lending relationships; and (3) notwithstanding such
non-compliance, the audit firm has concluded that it is objective and impartial with respect to the issues encompassed within its engagement. Although the Loan Rule No-Action Letter was issued to one fund complex, it is generally available to other
fund complexes. The SEC staff stated that the relief under the Loan Rule No-Action Letter is temporary and will expire 18 months after the issuance of the letter.
After evaluating the facts and circumstances related
to the Loan Rule and PwC’s lending relationships, PwC advised the Audit Committee of the Board that (1) PwC is independent with respect to the Fund, within the meaning of PCAOB Rule 3520, (2) PwC has concluded that it is objective and
impartial with respect to the issues encompassed within its engagement, including the audit of the Fund’s financial statements, and (3) PwC believes that it can continue to serve as the Fund’s independent registered public accounting
firm. It is the Fund’s understanding that issues under the Loan Rule affect other major accounting firms and many mutual fund complexes. It is anticipated that an ultimate resolution of the issues under the Loan Rule will be achieved; however,
if PwC were determined not to be independent or the Fund were unable to rely on the Loan Rule No-Action Letter or some form of exemptive relief, among other things, the financial statements audited by PwC may have to be audited by another
independent registered public accounting firm and the Fund could incur additional expense and other burdens on its operations.
Certain of the risks described above in this SAI may
also apply, directly or indirectly, to the Investment Manager and any investment subadviser and their affiliates, which may negatively impact their respective abilities to provide services to the Funds, potentially resulting in losses to the Fund or
other consequences.
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Borrowings
In general, pursuant to the 1940 Act, a Fund may
borrow money only from banks in an amount not exceeding 33
1
⁄
3
% of its total assets
(including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount must be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33
1
⁄
3
% limitation.
The Trust, on behalf of the Funds,
has entered into a revolving credit facility agreement (the Credit Agreement) with a syndicate of banks led by JPMorgan Chase Bank, N.A., Citibank N.A. and HSBC Bank USA, N.A. whereby the Funds may borrow for the temporary funding of shareholder
redemptions or for other temporary or emergency purposes. Pursuant to a December 8, 2015 amendment, the Credit Agreement, which is a collective agreement between the Funds and certain other funds managed by the Investment Manager (collectively, the
Participating Funds), severally and not jointly, permits the Participating Funds to borrow up to an aggregate commitment amount of $1 billion (the Commitment Limit) at any time outstanding, subject to asset coverage and other limitations as
specified in the Credit Agreement. A Fund may borrow up to the maximum amount allowable under its current Prospectus and this SAI, subject to various other legal, regulatory or contractual limits. Borrowing results in interest expense and other fees
and expenses for a Fund that may impact that Fund’s expenses, including any net expense ratios. The costs of borrowing may reduce a Fund's return. If a Fund borrows pursuant to the Credit Agreement, that Fund is charged interest at a variable
rate. The Fund also pays a commitment fee equal to its pro rata share of the amount of the credit facility. The availability of assets under the Credit Agreement can be affected by other Participating Funds’ borrowings under the agreement. As
such, a Fund may be unable to borrow (or borrow further) under the Credit Agreement if the Commitment Limit has been reached.
Lending of Portfolio Securities
To generate additional income, a Fund may lend up to
33%, or such lower percentage specified by the Fund or Investment Manager, of the value of its total assets (including securities out on loan) to broker-dealers, banks or other institutional borrowers of securities. JPMorgan serves as lending agent
(the Lending Agent) to the Funds pursuant to a securities lending agreement (the Securities Lending Agreement) approved by the Board. Under the Securities Lending Agreement, the Lending Agent loans Fund securities to approved borrowers pursuant to
borrower agreements in exchange for collateral at least equal in value to the loaned securities, marked to market daily. Collateral may consist of cash, securities issued by the U.S. Government or its agencies or instrumentalities (collectively,
“U.S. Government securities”) or such other collateral as may be approved by the Board. For loans secured by cash, the Fund retains the interest earned on cash collateral, but the Fund is required to pay the borrower a rebate for the use
of the cash collateral. For loans secured by U.S. Government securities, the borrower pays a borrower fee to the Lending Agent on behalf of the Fund.
If the market value of the loaned securities goes
up, the Fund will require additional collateral from the borrower. If the market value of the loaned securities goes down, the borrower may request that some collateral be returned. During the existence of the loan, the Fund will receive from the
borrower amounts equivalent to any dividends, interest or other distributions on the loaned securities, as well as interest on such amounts.
Loans are subject to termination by a Fund or a
borrower at any time. A Fund may choose to terminate a loan in order to vote in a proxy solicitation, as described in this SAI under
Investment Management and Other Services – Proxy Voting
Policies and Procedures – General.
Securities lending involves counterparty risk,
including the risk that a borrower may not provide sufficient or any collateral when required or may not return the loaned securities, timely or at all. Counterparty risk also includes a potential loss of rights in the collateral if the borrower or
the Lending Agent defaults or fails financially. This risk is increased if a Fund’s loans are concentrated with a single borrower or limited number of borrowers. There are no limits on the number of borrowers a Fund may use and a Fund may lend
securities to only one or a small group of borrowers. Funds participating in securities lending also bear the risk of loss in connection with investments of cash collateral received from the borrowers. Cash collateral is invested in accordance with
investment guidelines contained in the Securities Lending Agreement and approved by the Board. Some or all of the cash collateral received in connection with the securities lending program may be invested in one or more pooled investment vehicles,
including, among other vehicles, money market funds managed by the Lending Agent (or its affiliates). The Lending Agent shares in any income resulting from the investment of such cash collateral, and an affiliate of the Lending Agent may receive
asset-based fees for the management of such pooled investment vehicles, which may create a conflict of interest between the Lending Agent (or its affiliates) and the Fund with respect to the management of such cash collateral. To the extent that the
value or return of a Fund’s investments of the cash collateral declines below the amount owed to a borrower, a Fund may incur losses that exceed the amount it earned on lending the security. The Lending Agent will indemnify a fund from losses
resulting from a borrower’s failure to return a loaned security when due, but such indemnification does not extend to losses associated with declines in the value of cash collateral investments. The Investment Manager is not responsible for
any loss incurred by the Funds in connection with the securities lending program.
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The Funds currently do not participate in the
securities lending program, but the Board may determine to renew participation in the future.
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INVESTMENT MANAGEMENT AND OTHER
SERVICES
The Investment Manager and
Subadvisers
Columbia Management Investment
Advisers, LLC, located at 225 Franklin Street, Boston, MA 02110, is the investment manager of the Funds as well as for other funds in the Columbia Fund Family. The Investment Manager is a wholly-owned subsidiary of Ameriprise Financial, which is
located at 1099 Ameriprise Financial Center, Minneapolis, MN 55474. Ameriprise Financial is a holding company, which primarily conducts business through its subsidiaries to provide financial planning, products and services that are designed to be
utilized as solutions for clients’ cash and liquidity, asset accumulation, income, protection and estate and wealth transfer needs.
The Investment Manager and its investment advisory
affiliates (Participating Affiliates) around the world may coordinate in providing services to their clients. Such coordination may include functional leadership of the business (the “Global” business). From time to time the Investment
Manager (or any affiliated investment subadviser to the Funds, as the case may be) may engage its Participating Affiliates to provide a variety of services such as investment research, investment monitoring, trading,
and discretionary investment management (including portfolio management) to certain accounts managed by the Investment Manager, including the Funds. These Participating Affiliates will provide services to the Investment Manager (or any
affiliated investment subadviser to the Funds as the case may be) either pursuant to subadvisory agreements, personnel-sharing agreements or similar inter-company arrangements and the Funds will pay no additional fees and expenses as a result of any
such arrangements. These Participating Affiliates, like the Investment Manager, are direct or indirect subsidiaries of Ameriprise Financial and are registered with the appropriate respective regulators in their home jurisdictions and, where
required, the SEC and the CFTC in the United States.
Pursuant to some of these arrangements, certain
employees of these Participating Affiliates may serve as “associated persons” of the Investment Manager and, in this capacity, subject to the oversight and supervision of the Investment Manager and consistent with the investment
objectives, policies and limitations set forth in the Funds' prospectuses and this SAI may provide such services to the Funds on behalf of the Investment Manager.
Services Provided
Each Fund has entered into the
Management Agreement with the Investment Manager, effective as of May 1, 2016 (the Management Agreement Effective Date). Under the Management Agreement, the Investment Manager has contracted to, subject to general oversight by the Board, manage and
supervise the day-to-day operations and business affairs of the Funds. In this role, the Investment Manager furnishes each such Fund with investment research and advice and all of the services necessary for, or appropriate to, the business and
effective operation of each Fund that are not (a) provided by employees or other agents engaged by the Fund or (b) required to be provided by any person pursuant to any other agreement or arrangement with the Fund. Under the Management Agreement,
any liability of the Investment Manager to the Trust, a Fund and/or its shareholders is limited to situations involving the Investment Manager’s own willful misfeasance, bad faith, negligence in the performance of its duties or reckless
disregard of its obligations and duties.
The Management Agreement may be terminated with
respect to a Fund at any time on 60 days’ written notice by the Investment Manager or by the Board or by a vote of a majority of the outstanding voting securities of a Fund. The Management Agreement will automatically terminate upon any
assignment thereof, will continue in effect for two years from its initial effective date and thereafter will continue from year to year with respect to a Fund only so long as such continuance is approved at least annually (i) by the Board or by a
vote of a majority of the outstanding voting securities of a Fund and (ii) by vote of a majority of the Trustees who are not interested persons (as such term is defined in the 1940 Act) of the Investment Manager or the Trust, cast in person at a
meeting called for the purpose of voting on such approval.
The Investment Manager pays all compensation of the
Trustees and officers of the Trust who are employees of the Investment Manager or its affiliates. Except to the extent expressly assumed by the Investment Manager and except to the extent required by law to be paid or reimbursed by the Investment
Manager, the Investment Manager does not have a duty to pay any Fund operating expenses incurred in the organization and operation of a Fund, including, but not limited to, auditing, legal, custodial, investor servicing and shareholder reporting
expenses. The Fund pays the cost of printing and mailing Fund prospectuses to shareholders.
The Investment Manager, at its own expense, provides
office space, facilities and supplies, equipment and personnel for the performance of its functions under each Fund’s Management Agreement.
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Management Agreement Fee Rates
Each Fund set forth in the table
below, unless otherwise noted, pays the Investment Manager an annual fee for its management services, as set forth in the Management Agreement and the table below, as of the Management Agreement Effective Date. The fee is calculated as a percentage
of the average daily net assets of each Fund and is paid monthly. The Investment Manager and/or its affiliates may from time to time waive fees and/or reimburse certain Fund expenses. See the Funds’ prospectuses for more information.
Management Agreement Fee Schedule
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– American Century Diversified Bond Fund
|
$0-$500
|
0.550%
|
>$500-$1,000
|
0.545%
|
>$1,000-$2,000
|
0.510%
|
>$2,000-$3,000
|
0.460%
|
|
>$3,000-$12,000
|
0.425%
|
|
>$12,000
|
0.415%
|
VP
– Balanced Fund
|
$0-$500
|
0.720%
|
|
>$500-$1,000
|
0.670%
|
|
>$1,000-$1,500
|
0.620%
|
|
>$1,500-$3,000
|
0.570%
|
|
>$3,000-$6,000
|
0.550%
|
|
>$6,000-$12,000
|
0.530%
|
|
>$12,000
|
0.520%
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
$0-$500
|
0.510%
|
|
>$500-$1,000
|
0.505%
|
|
>$1,000-$2,000
|
0.475%
|
|
>$2,000-$3,000
|
0.450%
|
|
>$3,000-$6,000
|
0.415%
|
|
>$6,000-$7,500
|
0.390%
|
|
>$7,500-$9,000
|
0.375%
|
|
>$9,000-$10,000
|
0.370%
|
|
>$10,000-$12,000
|
0.360%
|
|
>$12,000-$15,000
|
0.350%
|
|
>$15,000-$20,000
|
0.340%
|
|
>$20,000-$24,000
|
0.330%
|
|
>$24,000-$50,000
|
0.310%
|
|
>$50,000
|
0.290%
|
VP
- CenterSquare Real Estate Fund
|
$0-$500
|
0.750%
|
|
>$500-$1,000
|
0.745%
|
|
>$1,000-$1,500
|
0.720%
|
|
>$1,500-$3,000
|
0.670%
|
|
>$3,000
|
0.660%
|
VP
– Columbia Wanger International Equities Fund
|
$0-$250
|
1.030%
|
|
>$250-$500
|
0.980%
|
|
>$500-$1,000
|
0.925%
|
|
>$1,000-$3,000
|
0.820%
|
|
>$3,000-$12,000
|
0.780%
|
|
>$12,000
|
0.770%
|
VP
– Commodity Strategy Fund
(a)
|
$0-$500
|
0.630%
|
|
>$500-$1,000
|
0.580%
|
|
>$1,000-$3,000
|
0.550%
|
|
>$3,000-$6,000
|
0.520%
|
|
>$6,000-$12,000
|
0.500%
|
|
>$12,000
|
0.490%
|
VP
– Core Equity Fund
|
All
|
0.400%
|
VP
– DFA International Value Fund
|
$0-$500
|
0.870%
|
|
>$500-$1,000
|
0.820%
|
|
>$1,000-$1,500
|
0.770%
|
|
>$1,500-$3,000
|
0.720%
|
|
>$3,000-$6,000
|
0.700%
|
|
>$6,000-$12,000
|
0.680%
|
|
>$12,000
|
0.670%
|
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|
83
|
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– Disciplined Core Fund
VP – Select Large-Cap Value Fund
|
$0-$500
|
0.770%
|
>$500-$1,000
|
0.715%
|
|
>$1,000-$3,000
|
0.615%
|
|
>$3,000-$6,000
|
0.600%
|
|
>$6,000-$12,000
|
0.580%
|
|
>$12,000
|
0.570%
|
VP
– Dividend Opportunity Fund
|
$0-$500
|
0.720%
|
|
>$500-$1,000
|
0.670%
|
|
>$1,000-$1,500
|
0.620%
|
|
>$1,500-$3,000
|
0.570%
|
|
>$3,000-$6,000
|
0.550%
|
|
>$6,000-$12,000
|
0.530%
|
|
>$12,000
|
0.520%
|
VP
– Eaton Vance Floating-Rate Income Fund
|
$0-$500
|
0.700%
|
|
>$500-$1,000
|
0.695%
|
|
>$1,000-$2,000
|
0.640%
|
|
>$2,000-$3,000
|
0.590%
|
|
>$3,000-$12,000
|
0.580%
|
|
>$12,000
|
0.570%
|
VP
– Emerging Markets Bond Fund
|
$0-$500
|
0.600%
|
|
>$500-$1,000
|
0.590%
|
|
>$1,000-$2,000
|
0.575%
|
|
>$2,000-$3,000
|
0.555%
|
|
>$3,000-$6,000
|
0.530%
|
|
>$6,000-$7,500
|
0.505%
|
|
>$7,500-$9,000
|
0.490%
|
|
>$9,000-$10,000
|
0.481%
|
|
>$10,000-$12,000
|
0.469%
|
|
>$12,000-$15,000
|
0.459%
|
|
>$15,000-$20,000
|
0.449%
|
|
>$20,000-$24,000
|
0.433%
|
|
>$24,000-$50,000
|
0.414%
|
|
>$50,000
|
0.393%
|
VP
– Emerging Markets Fund
|
$0-$250
|
1.180%
|
|
>$250-$500
|
1.160%
|
|
>$500-$750
|
1.135%
|
|
>$750-$1,000
|
1.115%
|
|
>$1,000-$2,000
|
1.090%
|
|
>$2,000-$3,000
|
1.070%
|
|
>$3,000-$7,500
|
1.060%
|
|
>$7,500-$10,000
|
1.045%
|
|
>$10,000-$12,000
|
1.030%
|
|
>$12,000-$15,000
|
1.020%
|
|
>$15,000-$20,000
|
1.010%
|
|
>$20,000-$24,000
|
0.985%
|
|
>$24,000-$50,000
|
0.970%
|
|
>$50,000
|
0.950%
|
VP
– Global Bond Fund
|
$0-$500
|
0.650%
|
|
>$500-$1,000
|
0.645%
|
|
>$1,000-$2,000
|
0.595%
|
|
>$2,000-$3,000
|
0.590%
|
|
>$3,000-$6,000
|
0.575%
|
|
>$6,000-$7,500
|
0.570%
|
|
>$7,500-$12,000
|
0.560%
|
|
>$12,000-$20,000
|
0.540%
|
|
>$20,000-$50,000
|
0.530%
|
|
>$50,000
|
0.520%
|
Statement
of Additional Information – May 1, 2017
|
84
|
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– Government Money Market Fund
|
$0-$500
|
0.390%
|
|
>$500-$1,000
|
0.385%
|
|
>$1,000-$1,500
|
0.363%
|
|
>$1,500-$2,000
|
0.345%
|
|
>$2,000-$2,500
|
0.328%
|
|
>$2,500-$3,000
|
0.310%
|
|
>$3,000-$5,000
|
0.300%
|
|
>$5,000-$6,000
|
0.280%
|
|
>$6,000-$7,500
|
0.260%
|
|
>$7,500-$9,000
|
0.255%
|
|
>$9,000-$10,000
|
0.230%
|
|
>$10,000-$12,000
|
0.220%
|
|
>$12,000-$15,000
|
0.210%
|
|
>$15,000-$20,000
|
0.200%
|
|
>$20,000-$24,000
|
0.190%
|
|
>$24,000
|
0.180%
|
VP
– High Yield Bond Fund
VP – Income Opportunities Fund
|
$0-$250
|
0.660%
|
>$250-$500
|
0.645%
|
|
>$500-$750
|
0.635%
|
|
>$750-$1,000
|
0.625%
|
|
>$1,000-$2,000
|
0.610%
|
|
>$2,000-$3,000
|
0.600%
|
|
>$3,000-$6,000
|
0.565%
|
|
>$6,000-$7,500
|
0.540%
|
|
>$7,500-$9,000
|
0.525%
|
|
>$9,000-$10,000
|
0.500%
|
|
>$10,000-$12,000
|
0.485%
|
|
>$12,000-$15,000
|
0.475%
|
|
>$15,000-$20,000
|
0.465%
|
|
>$20,000-$24,000
|
0.440%
|
|
>$24,000-$50,000
|
0.425%
|
|
>$50,000
|
0.400%
|
VP
– Intermediate Bond Fund
|
$0-$500
|
0.500%
|
VP
– TCW Core Plus Bond Fund
(b)
|
>$500-$1,000
|
0.495%
|
|
>$1,000-$2,000
|
0.480%
|
|
>$2,000-$3,000
|
0.460%
|
|
>$3,000-$6,000
|
0.450%
|
|
>$6,000-$7,500
|
0.430%
|
|
>$7,500-$9,000
|
0.415%
|
|
>$9,000-$12,000
|
0.410%
|
|
>$12,000-$20,000
|
0.390%
|
|
>$20,000-$24,000
|
0.380%
|
|
>$24,000-$50,000
|
0.360%
|
|
>$50,000
|
0.340%
|
VP
– Jennison Mid Cap Growth Fund
|
$0-$500
|
0.810%
|
|
>$500-$1,000
|
0.805%
|
|
>$1,000-$2,000
|
0.750%
|
|
>$2,000-$3,000
|
0.700%
|
|
>$3,000-$12,000
|
0.690%
|
|
>$12,000
|
0.680%
|
VP
– Large Cap Growth Fund
|
$0-$500
|
0.770%
|
VP
– MFS Blended Research Core Equity Fund
|
>$500-$1,000
|
0.720%
|
VP
– Victory Sycamore Established Value Fund
(b)
|
>$1,000-$1,500
|
0.670%
|
|
>$1,500-$3,000
|
0.620%
|
|
>$3,000-$6,000
|
0.600%
|
|
>$6,000-$12,000
|
0.580%
|
|
>$12,000
|
0.570%
|
VP
– Large Cap Index Fund
|
All
|
0.200%
|
Statement
of Additional Information – May 1, 2017
|
85
|
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– Limited Duration Credit Fund
|
$0-$500
|
0.480%
|
|
>$500-$1,000
|
0.475%
|
|
>$1,000-$2,000
|
0.465%
|
|
>$2,000-$3,000
|
0.460%
|
|
>$3,000-$6,000
|
0.445%
|
|
>$6,000-$7,500
|
0.430%
|
|
>$7,500-$9,000
|
0.415%
|
|
>$9,000-$10,000
|
0.410%
|
|
>$10,000-$12,000
|
0.400%
|
|
>$12,000-$15,000
|
0.390%
|
|
>$15,000-$20,000
|
0.380%
|
|
>$20,000-$24,000
|
0.370%
|
|
>$24,000-$50,000
|
0.350%
|
|
>$50,000
|
0.330%
|
VP
– Loomis Sayles Growth Fund
|
$0-$500
|
0.710%
|
VP
– MFS Value Fund
|
>$500-$1,000
|
0.705%
|
VP
– T. Rowe Price Large Cap Value Fund
|
>$1,000-$2,000
|
0.650%
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
>$2,000-$3,000
|
0.550%
|
|
>$3,000-$12,000
|
0.540%
|
|
>$12,000
|
0.530%
|
VP
– Mid Cap Growth Fund
VP – Mid Cap Value Fund
|
$0-$500
|
0.820%
|
>$500-$1,000
|
0.770%
|
|
>$1,000-$1,500
|
0.720%
|
|
>$1,500-$3,000
|
0.670%
|
|
>$3,000-$12,000
|
0.660%
|
|
>$12,000
|
0.650%
|
VP
– Morgan Stanley Advantage Fund
|
$0-$500
|
0.710%
|
|
>$500-$1,000
|
0.705%
|
|
>$1,000-$1,500
|
0.650%
|
|
>$1,500-$2,000
|
0.600%
|
|
>$2,000-$3,000
|
0.550%
|
|
>$3,000-$12,000
|
0.540%
|
|
>$12,000
|
0.530%
|
VP
– Oppenheimer International Growth Fund
|
$0-$500
|
0.930%
|
VP
– Pyramis International Equity Fund
|
>$500-$1,000
|
0.925%
|
|
>$1,000-$2,000
|
0.870%
|
|
>$2,000-$3,000
|
0.770%
|
|
>$3,000-$12,000
|
0.760%
|
|
>$12,000
|
0.750%
|
VP
– Partners Core Bond Fund
(c)
|
$0-$500
|
0.500%
|
|
>$500-$1,000
|
0.495%
|
|
>$1,000-$2,000
|
0.480%
|
|
>$2,000-$3,000
|
0.460%
|
|
>$3,000-$6,000
|
0.445%
|
|
>$6,000-$7,500
|
0.430%
|
|
>$7,500-$9,000
|
0.415%
|
|
>$9,000-$12,000
|
0.410%
|
|
>$12,000-$20,000
|
0.390%
|
|
>$20,000-$24,000
|
0.380%
|
|
>$24,000-$50,000
|
0.360%
|
|
>$50,000
|
0.340%
|
Statement
of Additional Information – May 1, 2017
|
86
|
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– Select International Equity Fund
|
$0-$250
|
0.880%
|
|
>$250-$500
|
0.855%
|
|
>$500-$750
|
0.825%
|
|
>$750-$1,000
|
0.800%
|
|
>$1,000-$1,500
|
0.770%
|
|
>$1,500-$3,000
|
0.720%
|
|
>$3,000-$6,000
|
0.700%
|
|
>$6,000-$12,000
|
0.680%
|
|
>$12,000-$20,000
|
0.670%
|
|
>$20,000-$24,000
|
0.660%
|
|
>$24,000-$50,000
|
0.650%
|
|
>$50,000
|
0.620%
|
VP
– Select Smaller-Cap Value Fund
|
$0-$500
|
0.870%
|
VP
– Partners Small Cap Growth Fund
(b)
|
>$500-$1,000
|
0.820%
|
VP
– Partners Small Cap Value Fund
(b)
|
>$1,000-$3,000
|
0.770%
|
VP
– U.S. Equities Fund
|
>$3,000-$12,000
|
0.760%
|
|
>$12,000
|
0.750%
|
VP
– Seligman Global Technology Fund
|
$0-$500
|
1.030%
|
|
>$500-$1,000
|
1.025%
|
|
>$1,000-$2,000
|
1.020%
|
|
>$2,000-$3,000
|
0.980%
|
|
>$3,000-$4,000
|
0.970%
|
|
>$4,000-$12,000
|
0.930%
|
|
>$12,000
|
0.920%
|
VP
– U.S. Government Mortgage Fund
|
$0-$500
|
0.430%
|
VP
– Wells Fargo Short Duration Government Fund
(b)
|
>$500-$1,000
|
0.425%
|
|
>$1,000-$2,000
|
0.415%
|
|
>$2,000-$3,000
|
0.410%
|
|
>$3,000-$6,000
|
0.395%
|
|
>$6,000-$7,500
|
0.380%
|
|
>$7,500-$9,000
|
0.365%
|
|
>$9,000-$10,000
|
0.360%
|
|
>$10,000-$12,000
|
0.350%
|
|
>$12,000-$15,000
|
0.340%
|
|
>$15,000-$20,000
|
0.330%
|
|
>$20,000-$24,000
|
0.320%
|
|
>$24,000-$50,000
|
0.300%
|
|
>$50,000
|
0.280%
|
(a) When calculating asset levels for
purposes of determining fee breakpoints, asset levels are based on net assets of the Fund, including assets invested in any wholly-owned subsidiary advised by the Investment Manager (“Subsidiaries”). Fees payable by the Fund under this
agreement shall be reduced by any management services fees paid to the Investment Manager by any Subsidiaries under separate management agreements with the Subsidiaries.
(b) Effective July 1, 2016, the management fee schedule changed
resulting in a fee rate decrease for all asset levels.
(c)
Effective May 1, 2017, the management fee schedule changed resulting in a fee rate decrease for all asset levels.
VP – MV Moderate Growth Fund and the VP -
Portfolio Navigator Funds.
The Investment Manager has implemented a schedule for the management services fees for VP – MV Moderate Growth Fund and the VP - Portfolio Navigator Funds, whereby
the Fund pays (i) 0.020% management services fee on its net assets that are invested in affiliated underlying funds (including ETFs and closed-end funds) that pay a management services fee (or investment advisory services fee, as applicable) to the
Investment Manager; and (ii) a management services fee rate according to the following schedule on securities,
Statement
of Additional Information – May 1, 2017
|
87
|
instruments and other assets not described in category (i) above,
including, without limitation, affiliated mutual funds, ETFs and closed-end funds that do not pay a management services fee to the Investment Manager, third party funds, derivatives and individual securities:
Fund
|
Assets
(millions)
|
Annual
rate at
each asset level
|
VP
– Aggressive Portfolio
VP – Conservative Portfolio
VP – Moderate Portfolio
VP – Moderately Aggressive Portfolio
VP – Moderately Conservative Portfolio
VP – MV Moderate Growth Fund
|
$0
- $500
|
0.720%
|
>$500
- $1,000
|
0.670%
|
>$1,000
- $1,500
|
0.620%
|
>$1,500
- $3,000
|
0.570%
|
>$3,000
- $6,000
|
0.550%
|
>$6,000
- $12,000
|
0.530%
|
>$12,000
|
0.520%
|
In no event shall the
management services fee be negative even if the value of one of the categories is a negative amount. Although the fee for each category is calculated separately and there is no negative management services fee, the Investment Manager currently
intends to calculate the management services fee by reducing (but not below $0) any management services fee payable on one category by any negative management services fee in another category. The Investment Manager may change this calculation
methodology at any time.
Under the Management Agreement,
each Fund also pays taxes, brokerage commissions and nonadvisory expenses, which include custodian fees and charges; fidelity bond premiums; certain legal fees; registration fees for shares; consultants’ fees; compensation of Board members,
officers and employees not employed by the Investment Manager or its affiliates; corporate filing fees; organizational expenses; expenses incurred in connection with lending securities; interest and fee expense related to a Fund’s
participation in inverse floater structures; and expenses properly payable by a Fund, approved by the Board.
Management Services Fees Paid.
The table below shows the total management services fees paid by each Fund, as applicable, under the Management Agreement for the last three fiscal periods (net of management services fee waivers).
Amounts shown for the fiscal year ended 2016 are for the period from the Funds’ Management Services Fee Effective Date through the fiscal year end. For amounts waived or reimbursed by the Investment Manager, see
Expense Limitations
.
Management Services Fees
|
Management
Services Fees
|
Fund
|
2016
|
2015
|
2014
|
VP
- Aggressive Portfolio
|
$797,196
|
N/A
|
N/A
|
VP
- American Century Diversified Bond Fund
|
$13,774,265
|
N/A
|
N/A
|
VP
- Balanced Fund
|
$4,763,188
|
N/A
|
N/A
|
VP
- BlackRock Global Inflation-Protected Securities Fund
|
$471,647
|
N/A
|
N/A
|
VP
- CenterSquare Real Estate Fund
|
$1,818,751
|
N/A
|
N/A
|
VP
- Columbia Wanger International Equities Fund
|
$610,613
|
N/A
|
N/A
|
VP
- Commodity Strategy Fund
|
$1,299,489
|
N/A
|
N/A
|
VP
- Conservative Portfolio
|
$345,947
|
N/A
|
N/A
|
VP
- Core Equity Fund
|
$512,682
|
N/A
|
N/A
|
VP
- DFA International Value Fund
|
$10,867,274
|
N/A
|
N/A
|
VP
- Disciplined Core Fund
|
$20,045,674
|
N/A
|
N/A
|
VP
- Dividend Opportunity Fund
|
$7,705,253
|
N/A
|
N/A
|
VP
- Eaton Vance Floating-Rate Income Fund
|
$592,629
|
N/A
|
N/A
|
VP
- Emerging Markets Bond Fund
|
$519,406
|
N/A
|
N/A
|
VP
- Emerging Markets Fund
|
$4,979,317
|
N/A
|
N/A
|
VP
- Global Bond Fund
|
$760,642
|
N/A
|
N/A
|
VP
- Government Money Market Fund
|
$930,572
|
N/A
|
N/A
|
VP
- High Yield Bond Fund
|
$2,010,315
|
N/A
|
N/A
|
VP
- Income Opportunities Fund
|
$1,778,125
|
N/A
|
N/A
|
VP
- Intermediate Bond Fund
|
$16,638,025
|
N/A
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
88
|
|
Management
Services Fees
|
Fund
|
2016
|
2015
|
2014
|
VP
- Jennison Mid Cap Growth Fund
|
$2,004,709
|
N/A
|
N/A
|
VP
- Large Cap Growth Fund
|
$6,988,682
|
N/A
|
N/A
|
VP
- Large Cap Index Fund
|
$451,663
|
N/A
|
N/A
|
VP
- Limited Duration Credit Fund
|
$2,913,607
|
N/A
|
N/A
|
VP
- Loomis Sayles Growth Fund
|
$11,431,665
|
N/A
|
N/A
|
VP
- Los Angeles Capital Large Cap Growth Fund
|
$5,285,465
|
N/A
|
N/A
|
VP
- MFS Blended Research Core Equity Fund
|
$8,108,536
|
N/A
|
N/A
|
VP
- MFS Value Fund
|
$9,437,652
|
N/A
|
N/A
|
VP
- Mid Cap Growth Fund
|
$2,215,122
|
N/A
|
N/A
|
VP
- Mid Cap Value Fund
|
$1,332,877
|
N/A
|
N/A
|
VP
- Moderate Portfolio
|
$4,521,377
|
N/A
|
N/A
|
VP
- Moderately Aggressive Portfolio
|
$2,551,985
|
N/A
|
N/A
|
VP
- Moderately Conservative Portfolio
|
$1,010,729
|
N/A
|
N/A
|
VP
- Morgan Stanley Advantage Fund
|
$5,098,123
|
N/A
|
N/A
|
VP
- MV Moderate Growth Fund
|
$15,583,924
|
N/A
|
N/A
|
VP
- Oppenheimer International Growth Fund
|
$13,645,900
|
N/A
|
N/A
|
VP
- Partners Core Bond Fund
|
$11,344,496
|
N/A
|
N/A
|
VP
- Partners Small Cap Growth Fund
|
$3,660,608
|
N/A
|
N/A
|
VP
- Partners Small Cap Value Fund
|
$4,966,551
|
N/A
|
N/A
|
VP
- Pyramis International Equity Fund
|
$13,510,828
|
N/A
|
N/A
|
VP
- Select International Equity Fund
|
$5,454,983
|
N/A
|
N/A
|
VP
- Select Large-Cap Value Fund
|
$4,337,996
|
N/A
|
N/A
|
VP
- Select Smaller-Cap Value Fund
|
$791,889
|
N/A
|
N/A
|
VP
- Seligman Global Technology Fund
|
$392,686
|
N/A
|
N/A
|
VP
- T. Rowe Price Large Cap Value Fund
|
$9,267,324
|
N/A
|
N/A
|
VP
- TCW Core Plus Bond Fund
|
$10,120,409
|
N/A
|
N/A
|
VP
- U.S. Equities Fund
|
$5,828,666
|
N/A
|
N/A
|
VP
- U.S. Government Mortgage Fund
|
$3,723,498
|
N/A
|
N/A
|
VP
- Victory Sycamore Established Value Fund
|
$2,083,102
|
N/A
|
N/A
|
VP
- Wells Fargo Short Duration Government Fund
|
$3,461,474
|
N/A
|
N/A
|
Investment Management
Services Agreement
Prior to the Management Agreement
Effective Date listed in the
Management Agreement Fee Rates
section above, each Fund, unless otherwise noted, was party to the Investment Management Services Agreement and the Administrative
Services Agreement with the Investment Manager for advisory and administrative services, respectively. Each Fund party to these agreements paid the Investment Manager an annual fee for advisory services, as set forth in the Investment Management
Services Agreement, and a separate fee for administrative services under the Administrative Services Agreement. See
Investment Management and Other Services – The Administrator
for
information with respect to the Administrative Services Agreement. As of the Management Agreement Effective Date listed for each Fund, these services have been combined under the Management Agreement as described above.
Services Provided Under the Investment Management
Services Agreement
Under the Investment Management
Services Agreement, the Investment Manager was contracted to furnish each Fund with investment research and advice. For these services, unless otherwise noted, each Fund paid a monthly fee to the Investment Manager based on the average of the daily
closing value of the total net assets of a Fund for such month. Under the Investment
Statement
of Additional Information – May 1, 2017
|
89
|
Management Services Agreement, any liability of the Investment
Manager to the Trusts, a Fund and/or its shareholders is limited to situations involving the Investment Manager’s own willful misfeasance, bad faith, negligence in the performance of its duties or reckless disregard of its obligations and
duties.
Investment Advisory Services Fee
Prior to the Management Agreement
Effective Date, the investment advisory services fee was calculated as a percentage of the average daily net assets of each Fund and was paid monthly at the annual rates set forth in the Investment Management Services Agreement.
Investment Advisory Services Fees Paid.
The table below shows the total investment advisory services fees paid by each Fund under the Investment Management Services Agreement for the last three fiscal periods (net of investment advisory
services fee waivers). Amounts shown for the fiscal year ended 2016 are for the period from January 1, 2016 to April 30, 2016. For more information about fees waived or Fund expenses reimbursed by the Investment Manager, see
Expense
Limitations
.
Investment Advisory Services Fees
|
Investment
Advisory Services Fees
|
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
$111,766
|
$55,502
(a)
|
N/A
|
VP
– American Century Diversified Bond Fund
|
5,975,793
|
16,803,199
|
$13,642,791
|
VP
– Balanced Fund
|
1,982,606
|
6,217,315
|
6,065,947
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
200,475
|
2,935,317
|
7,935,153
|
VP
– CenterSquare Real Estate Fund
|
579,504
|
1,859,524
|
2,404,815
|
VP
– Columbia Wanger International Equities Fund
|
781,399
|
4,472,034
|
6,543,936
|
VP
– Commodity Strategy Fund
|
82,518
|
302,096
|
608,599
|
VP
– Conservative Portfolio
|
65,597
|
30,792
(a)
|
N/A
|
VP
– Core Equity Fund
|
248,118
|
857,680
|
856,192
|
VP
– DFA International Value Fund
|
5,168,273
|
15,094,103
|
11,898,365
|
VP
– Disciplined Core Fund
|
7,990,251
|
22,478,813
|
15,272,697
|
VP
– Dividend Opportunity Fund
|
3,318,587
|
14,082,422
|
19,147,719
|
VP
– Eaton Vance Floating-Rate Income Fund
|
246,065
|
1,954,546
|
4,515,608
|
VP
– Emerging Markets Bond Fund
|
184,866
|
723,813
|
1,291,957
|
VP
– Emerging Markets Fund
|
3,726,672
|
12,339,148
|
11,264,531
|
VP
– Global Bond Fund
|
345,265
|
2,104,604
|
4,389,429
|
VP
– Government Money Market Fund
|
461,169
|
1,626,527
|
1,810,553
|
VP
– High Yield Bond Fund
|
865,790
|
3,024,392
|
3,384,876
|
VP
– Income Opportunities Fund
|
1,122,268
|
4,743,338
|
6,749,777
|
VP
– Intermediate Bond Fund
|
7,072,003
|
18,727,955
|
12,303,227
|
VP
– Jennison Mid Cap Growth Fund
|
544,294
|
3,399,285
|
6,229,316
|
VP
– Large Cap Growth Fund
|
2,964,994
|
9,561,760
|
8,699,644
|
VP
– Large Cap Index Fund
|
100,247
|
318,575
|
279,617
|
VP
– Limited Duration Credit Fund
|
1,213,701
|
5,967,192
|
11,674,392
|
VP
– Loomis Sayles Growth Fund
|
4,240,686
|
11,308,372
|
7,553,462
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
2,742,868
|
9,795,325
|
8,960,596
|
VP
– MFS Blended Research Core Equity Fund
|
3,904,063
|
13,177,697
|
12,045,692
|
VP
– MFS Value Fund
|
3,882,003
|
13,405,143
|
13,861,096
|
VP
– Mid Cap Growth Fund
|
728,498
|
2,592,055
|
3,395,397
|
VP
– Mid Cap Value Fund
|
308,742
|
2,022,258
|
4,493,381
|
VP
– Moderate Portfolio
|
906,615
|
447,480
(a)
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
90
|
|
Investment
Advisory Services Fees
|
|
2016
|
2015
|
2014
|
VP
– Moderately Aggressive Portfolio
|
$470,060
|
$225,835
(a)
|
N/A
|
VP
– Moderately Conservative Portfolio
|
186,541
|
85,394
(a)
|
N/A
|
VP
– Morgan Stanley Advantage Fund
|
2,357,826
|
8,583,601
|
$8,995,422
|
VP
– MV Moderate Growth Fund
|
6,057,675
|
17,864,244
|
14,033,814
|
VP
– Oppenheimer International Growth Fund
|
6,000,754
|
18,323,907
|
16,441,468
|
VP
– Partners Core Bond Fund
|
4,861,434
|
14,312,624
|
13,426,064
|
VP
– Partners Small Cap Growth Fund
|
1,650,861
|
5,115,336
|
5,002,012
|
VP
– Partners Small Cap Value Fund
|
3,343,746
|
12,883,522
|
16,166,737
|
VP
– Pyramis International Equity Fund
|
5,840,536
|
17,043,226
|
12,322,525
|
VP
– Select International Equity Fund
|
1,034,793
|
2,841,750
|
3,074,699
|
VP
– Select Large-Cap Value Fund
|
1,781,870
|
6,562,242
|
6,485,859
|
VP
– Select Smaller-Cap Value Fund
|
373,692
|
1,388,558
|
1,447,401
|
VP
– Seligman Global Technology Fund
|
338,025
|
1,123,742
|
1,069,079
|
VP
– T. Rowe Price Large Cap Value Fund
|
3,890,437
|
12,627,538
|
12,581,998
|
VP
– TCW Core Plus Bond Fund
|
4,416,081
|
11,863,202
|
7,396,332
|
VP
– U.S. Equities Fund
|
3,193,417
|
7,042,204
|
4,138,710
|
VP
– U.S. Government Mortgage Fund
|
1,652,659
|
5,888,228
|
6,799,244
|
VP
– Victory Sycamore Established Value Fund
|
565,842
|
4,010,962
|
7,245,260
|
VP
– Wells Fargo Short Duration Government Fund
|
1,867,937
|
7,836,497
|
10,689,730
|
(a)
|
For the period from September
1, 2015 to December 31, 2015.
|
Manager of Managers Exemption
The SEC has issued an order that permits the Investment Manager,
subject to the approval of the Board, to appoint an unaffiliated subadviser or to change the terms of a subadvisory agreement for a Fund without first obtaining shareholder approval. The order permits a Fund to add or to change unaffiliated
subadvisers or to change the fees paid to such subadvisers from time to time without the expense and delays associated with obtaining shareholder approval of the change.
The Investment Manager and its affiliates may have
other relationships, including significant financial relationships, with current or potential subadvisers or their affiliates, which may create certain conflicts of interest. When making recommendations to the Board to appoint or to change a
subadviser, or to change the terms of a subadvisory agreement, the Investment Manager discloses to the Board the nature of any such material relationships
.
Subadvisory Agreements
The assets of certain Funds are
managed by subadvisers that have been selected by the Investment Manager, subject to the review and approval of the Board. Generally, the Investment Manager recommends a subadviser to the Board based upon its assessment of the skills of the
subadvisers in managing other assets in accordance with objectives and investment strategies substantially similar to those of the applicable Fund. Among other responsibilities, the Investment Manager (i) monitors on a daily basis the compliance of
the subadviser with the investment objectives and related policies of the Fund, (ii) assesses changes to the subadvisers' business brought to the Investment Manager’s attention by subadviser or otherwise publicly announced, (iii) performs due
diligence reviews of the subadviser, (iv) monitors the performance of each subadviser and (v) regularly provides reports on such performance to the Board. However, short-term investment performance is not the only factor in selecting or terminating
a subadviser, and the Investment Manager does not expect to make frequent changes of subadvisers. Subadvisers affiliated with the Investment Manager must be approved by shareholders.
The Investment Manager allocates the assets of a
Fund with multiple subadvisers among the subadvisers. Each subadviser has discretion, subject to oversight by the Board and the Investment Manager, to purchase and sell portfolio assets, consistent with the Fund’s investment objectives,
policies, and restrictions. Generally, the services that a subadviser provides to the Fund are limited to asset management and related recordkeeping services.
Statement
of Additional Information – May 1, 2017
|
91
|
The Investment Manager has entered
into a subadvisory agreement with each subadviser under which the subadviser provides investment advisory and portfolio management assistance of some or all of the Fund’s portfolio, as well as investment research and statistical information,
subject to the oversight by the Investment Manager. A subadviser may also serve as a discretionary or non-discretionary investment adviser to management or advisory accounts that are unrelated in any manner to the Investment Manager or its
affiliates.
The following table shows
the subadvisory fee schedules for fees paid by the Investment Manager to subadvisers for Funds that have subadvisers. The fee is calculated as a percentage of the average daily net assets of the applicable Fund (or portion thereof subadvised by the
applicable subadviser), subject to any exceptions as noted in the table below, and is paid monthly.
Subadvisers and Subadvisory Agreement Fee Schedules
Fund
|
Subadviser
|
Parent
Company/Other
Information
|
Fee
Schedule
|
VP
– American Century Diversified Bond Fund
|
American
Century
(effective May 10, 2010)
|
A
|
0.16%
on all asset levels
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
BlackRock
(effective October 19, 2012)
|
B
|
0.15%
on the first $250 million, declining to 0.05% as assets increase
|
VP
– CenterSquare Real Estate Fund
|
CenterSquare
(effective June 1, 2016)
|
Y
|
0.40%
on the first $200 million, declining to 0.30% as assets increase
|
VP
– Columbia Wanger International Equities Fund
|
Columbia
WAM
(effective May 10, 2010)
|
C
|
0.70%
on the first $150 million, declining to 0.60% as assets increase
|
VP
– Commodity Strategy Fund
|
Threadneedle
(effective April 30, 2013)
|
F
|
0.25%
on all assets
|
VP
– DFA International Value Fund
|
DFA
(effective November 16, 2011)
|
D
|
0.21%
on all asset levels
|
VP
– Eaton Vance Floating-Rate Income Fund
|
Eaton
Vance
(effective May 10, 2010)
|
E
|
0.30%
on all asset levels
|
VP
– Jennison Mid Cap Growth Fund
|
Jennison
(effective May 10, 2010)
|
H
|
0.40%
on assets up to $160 million, declining to 0.30% as assets increase; if assets are less than $210 million, then 0.55% on all asset levels
|
VP
– Loomis Sayles Growth Fund
|
Loomis
Sayles
(effective March 21, 2014)
|
P
|
0.27%
on all asset levels
|
VP
– Los Angeles Large Cap Growth Fund
|
Los
Angeles Capital
(effective May 1, 2017)
|
L
|
0.30%
on the first $100 million, declining to 0.13% as assets increase
|
VP
– MFS Blended Research Core Equity Fund
|
MFS
(effective May 2, 2016)
|
I
|
0.20%
on the first $500 million, declining to 0.13% as assets increase
|
VP
– MFS Value Fund
|
MFS
(effective May 10, 2010)
|
I
|
0.35%
on the first $100 million, declining to 0.275% as assets increase
|
VP
– Morgan Stanley Advantage Fund
|
MSIM
(effective May 2, 2016)
|
J
|
0.30%
on the first $500 million, declining to 0.225% as assets increase
|
VP
– Oppenheimer International Growth Fund
|
Oppenheimer
(effective May 1, 2016)
|
R
|
0.45%
on the first $300 million, declining to 0.30% as assets increase
|
VP
– Partners Core Bond Fund
|
JPMIM
(effective May 10, 2010)
|
G
|
0.11%
on all asset levels
(a)
|
WellsCap
(effective May 1, 2017)
|
M
|
0.18%
on assets up to $500 million, declining to 0.10% as assets increase
|
Statement
of Additional Information – May 1, 2017
|
92
|
Fund
|
Subadviser
|
Parent
Company/Other
Information
|
Fee
Schedule
|
VP
– Partners Small Cap Growth Fund
|
BMO
(effective May 1, 2017)
|
V
|
0.30%
on the first $200 million, declining to 0.20% as assets increase
(b)
|
Kennedy
(effective November 14, 2016)
|
U
|
0.50%
on the first $100 million, declining to 0.45% as assets increase
|
WellsCap
(effective May 10, 2010)
|
M
|
0.48%
on all asset levels
|
VP
– Partners Small Cap Value Fund
|
Denver
Investments
(effective July 16, 2007)
|
W
|
0.55%
on all asset levels
|
Jacobs
Levy
(effective May 1, 2017)
|
N
|
0.45%
on the first $200 million, declining to 0.40% as assets increase
|
Nuveen
Asset Management
(effective May 1, 2017)
|
O
|
0.45%
on all asset levels
|
SBH
(effective August 20, 2014)
|
S
|
0.55%
on the first $10 million, declining to 0.40% as assets increase
|
VP
– Pyramis International Equity Fund
|
Pyramis
(effective May 10, 2010)
|
Q
|
0.36%
on the first $350 million, declining to 0.32% as assets increase
|
VP
– Select International Equity Fund
|
Threadneedle
(effective July 9, 2004)
|
F
|
0.35%
on all assets
|
VP
– T. Rowe Price Large Cap Value Fund
|
T.
Rowe Price
(effective November 14, 2016)
|
K
|
0.50%
on the first $50 million, declining to 0.275% on all assets as asset levels increase
|
VP
– TCW Core Plus Bond Fund
|
TCW
(effective March 21, 2014)
|
T
|
0.18%
on the first $500 million, declining to 0.05% as asset levels increase
(b)
|
VP
– U.S. Equities Fund
|
Columbia
WAM
(effective May 10, 2010)
|
C
|
0.60%
on the first $100 million, declining to 0.50% as assets increase
|
VP
– Victory Sycamore Established Value Fund
|
Victory
Capital
(effective November 16, 2012)
|
X
|
0.32%
on the first $400 million, declining to 0.30% as assets increase
|
VP
– Wells Fargo Short Duration Government Fund
|
WellsCap
(effective May 10, 2010)
|
M
|
0.15%
on assets up to $250 million, declining to 0.12% as assets increase
(c)
|
(a) Effective May 1, 2017, the subadvisory fee schedule changed
resulting in a fee rate decrease for all asset levels.
(b)
|
The fee is calculated based on
the combined net assets of certain Columbia Funds subject to the subadviser’s investment management.
|
(c) Effective May 1, 2017, the subadvisory fee schedule changed
resulting in a fee rate decrease for certain asset levels.
A – American Century Investment Management,
Inc., located at 4500 Main Street, Kansas City, Missouri 64111, is a direct, wholly-owned subsidiary of American Century Companies, Inc. (“ACC”). The Stowers Institute for Medical Research (“SIMR”) controls ACC by virtue of
its beneficial ownership of more than 25% of the voting securities of ACC. SIMR is part of a not-for-profit biomedical research organization dedicated to finding the keys to the causes, treatments and prevention of disease.
B – BlackRock, located at 55 East 52nd Street,
New York, NY 10055, is a wholly-owned subsidiary of BlackRock, Inc.
C – Columbia WAM, located at 227 West Monroe
Street, Chicago, Illinois 60606, is an indirect wholly-owned subsidiary of Ameriprise Financial.
D – Dimensional Fund Advisors LP, located at
6300 Bee Cave Road, Building One, Austin, Texas 78746, is controlled and operated by its general partner, Dimensional Holdings Inc., a Delaware corporation.
E – Eaton Vance Management, located at Two
International Place, Boston, MA 02110, is a wholly-owned subsidiary of Eaton Vance Corp.
Statement
of Additional Information – May 1, 2017
|
93
|
F – Threadneedle is a direct subsidiary of
Threadneedle Asset Management Holdings Limited and an affiliate of the Investment Manager, and an indirect wholly-owned subsidiary of Ameriprise Financial. Threadneedle and Threadneedle Asset Management Holdings Limited are located at Cannon Place,
78 Cannon Street, London EC4N 6AG, United Kingdom.
G – J.P. Morgan Investment Management Inc.,
located at 270 Park Avenue, New York, New York 10017, is a wholly-owned subsidiary of JPMorgan Chase & Co.
H – Jennison Associates LLC, located at 466
Lexington Avenue, New York, NY 10017, is organized under the laws of Delaware as a single member limited liability company whose sole member is PGIM, Inc. which is a direct, wholly-owned subsidiary of PGIM Holding Company LLC, which is a direct,
wholly-owned subsidiary of Prudential Financial, Inc.
I – Massachusetts Financial Services Company,
located at 111 Huntington Avenue, Boston, MA 02199, is a subsidiary of Sun Life of Canada (U.S.) Financial Services Holdings, Inc., which in turn is an indirect majority-owned subsidiary of Sun Life Financial, Inc. (a diversified financial services
company).
J – Morgan Stanley Investment
Management, Inc., located at 522 Fifth Avenue, New York, New York 10036, is a subsidiary of Morgan Stanley.
K – T. Rowe Price, which is
located at 100 East Pratt Street, Baltimore, Maryland 21202, is a wholly owned subsidiary of T. Rowe Price Group, Inc., each a Maryland corporation. T. Rowe Price Group, Inc. was formed in 2000 as a holding company for the T. Rowe Price-affiliated
companies.
L – Los Angeles Capital
Management and Equity Research, Inc., located at 11150 Santa Monica Blvd., Suite 200, Los Angeles, CA 90025, is 100% employee owned.
M – Wells Capital Management Incorporated,
located at 525 Market Street, San Francisco, California 94105, is a wholly-owned subsidiary of Wells Fargo Bank, N.A., which is indirectly-owned by Wells Fargo & Company.
N – Jacobs Levy, which is
located at 100 Campus Drive, 2
nd
Floor West, Florham Park, New Jersey 07932, is an independent firm.
O – Nuveen Asset Management is located at 333
West Wacker Drive, Chicago, Illinois 60606. Nuveen Asset Management is a wholly-owned subsidiary of Nuveen Fund Advisors, LLC, which is a subsidiary of Nuveen, LLC, the investment management arm of Teachers Insurance and Annuity Association of
America.
P – Loomis Sayles is a
subsidiary of Natixis US, which is part of Natixis Asset Management, an international asset management group based in Paris, France. It is located at One Financial Center, Boston, MA 02111.
Q – FIAM LLC (doing business
as Pyramis Global Advisors), located at 900 Salem Street, Smithfield, Rhode Island 02917, is an indirect, wholly-owned subsidiary of FMR LLC.
R – Oppenheimer is located at 225 Liberty
Street, New York, New York, 10281-1008.
S
– SBH, located at 540 West Madison Street, Suite 1900, Chicago, Illinois 60661-2551, is majority owned by Thomas Bravo LLC, a private equity firm, with approximately 55% ownership. The remaining approximately 45% is employee-owned.
T – TCW, which is located at 865 South
Figueroa Street, Suite 1800, Los Angeles, California 90017, is a wholly-owned subsidiary of The TCW Group, Inc. On February 6, 2013, The Carlyle Group acquired The TCW Group, Inc. from Société Générale, S.A.
U – Kennedy, which is
located at 10829 Olive Boulevard, St. Louis, Missouri 63141, is an independent employee-owned advisory firm. Kennedy was organized in 1980 and provides investment management services on a discretionary basis for investment companies, pooled
investment vehicles, institutional and individual clients.
V – BMO, which is located at 115 South LaSalle
Street, 11th Floor, Chicago, Illinois 60603, is a wholly-owned subsidiary of BMO Financial Corp., which is in turn a wholly-owned subsidiary of the Bank of Montréal, a publicly held Canadian diversified financial services company.
W – Denver Investments is located at
370 17th Street, Suite 5000, Denver, Colorado.
X – Victory Capital is located at 4900
Tiedeman Road, 4th Floor, Brooklyn, Ohio 44144.
Y – CenterSquare, which is located at 630 West
Germantown Pike, Suite 300, Plymouth Meeting, PA 19462, is a subsidiary of The Bank of New York Mellon.
Statement
of Additional Information – May 1, 2017
|
94
|
The following table shows the subadvisory fees paid
by the Investment Manager to subadvisers in the last three fiscal periods or, if shorter, since the Fund’s commencement of operations.
|
|
Subadvisory
Fees Paid
|
Fund
|
Subadviser
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– American Century Diversified Bond Fund
|
American
Century
|
$6,854,565
|
$6,299,335
|
$4,946,528
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
BlackRock
|
207,575
|
655,912
|
1,475,236
|
VP
– CenterSquare Real Estate Fund
|
CenterSquare
|
792,165
(a)
|
N/A
|
N/A
|
Former
subadviser:
MSIM
(May 10, 2010 to May 31, 2016)
|
432,131
|
1,074,677
|
1,330,709
|
VP
– Columbia Wanger International Equities Fund
|
Columbia
WAM
|
973,786
|
3,142,670
|
4,579,272
|
VP
– Commodity Strategy Fund
|
Threadneedle
|
559,198
|
137,169
|
276,539
|
VP
– DFA International Value Fund
|
DFA
|
4,203,020
|
3,836,874
|
2,993,319
|
VP
– Eaton Vance Floating-Rate Income Fund
|
Eaton
Vance
|
372,377
|
927,154
|
2,148,669
|
VP
– Jennison Mid Cap Growth Fund
|
Jennison
|
1,125,280
|
1,515,926
|
2,649,410
|
VP
– Loomis Sayles Growth Fund
|
Former
subadviser:
American Century
(May 10, 2010 to March 20, 2014)
|
N/A
|
N/A
|
698,038
|
Loomis
Sayles
|
6,631,938
|
4,920,106
|
2,525,469
(b)
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
Former
subadviser:
Winslow Capital
(November 17, 2010 to April 30, 2017)
|
3,395,123
|
4,123,081
|
3,846,287
|
Los
Angeles Capital
(c)
|
N/A
|
N/A
|
N/A
|
VP
– MFS Blended Research Core Equity Fund
|
Former
subadviser:
Sit Investment
(November 16, 2012 to April 30, 2016)
|
1,261,165
|
4,220,348
|
3,889,987
|
MFS
|
1,878,364
(d)
|
N/A
|
N/A
|
VP
– MFS Value Fund
|
MFS
|
5,754,601
|
6,178,837
|
6,423,938
|
VP
– Morgan Stanley Advantage Fund
|
Former
subadviser:
Holland
(March 25, 2013 to April 30, 2016)
|
829,081
|
2,993,641
|
3,131,879
|
MSIM
|
1,971,279
(d)
|
N/A
|
N/A
|
VP
– Oppenheimer International Growth Fund
|
Former
subadviser:
Invesco
(May 10, 2010 to April 30, 2016)
|
1,973,646
|
6,027,719
|
5,368,896
|
Oppenheimer
|
4,991,057
(e)
|
N/A
|
N/A
|
VP
– Partners Core Bond Fund
|
JPMIM
|
5,120,408
|
4,909,040
|
4,550,966
|
WellsCap
(c)
|
N/A
|
N/A
|
N/A
|
VP
– Partners Small Cap Growth Fund
|
BMO
(c)
|
N/A
|
N/A
|
N/A
|
Former
subadviser:
Palisade
(November 16, 2002 to November 14, 2016)
|
696,942
|
788,791
|
765,438
|
Former
subadviser:
The London Company
(May 10, 2010 to April 30, 2017)
|
911,888
|
864,227
|
873,753
|
Kennedy
|
118,085
(f)
|
N/A
|
N/A
|
WellsCap
|
1,048,209
|
1,038,157
|
985,979
|
Statement
of Additional Information – May 1, 2017
|
95
|
|
|
Subadvisory
Fees Paid
|
Fund
|
Subadviser
|
2016
|
2015
|
2014
|
VP
– Partners Small Cap Value Fund
|
Denver
Investments
|
$983,103
|
$1,310,907
|
$1,896,758
|
Former
subadviser:
BHMS
(March 12, 2004 to April 30, 2017)
|
945,738
|
1,182,190
|
1,710,029
|
Former
subadviser:
Donald Smith
(March 12, 2004 to June 21, 2016)
|
392,808
|
1,268,026
|
1,886,099
|
Former
subadviser:
Turner Investments
(June 6, 2008 to Aug. 19, 2014)
|
N/A
|
N/A
|
869,016
(g)
|
Former
subadviser:
River Road
(April 24, 2006 to April 30, 2017)
|
800,802
|
1,121,922
|
1,724,915
|
Former
subadviser:
Snow Capital
(August 20, 2014 to April 30, 2017)
|
730,499
|
1,092,839
|
426,814
(h)
|
Jacobs
Levy
(c)
|
N/A
|
N/A
|
N/A
|
Nuveen
Asset Management
(c)
|
N/A
|
N/A
|
N/A
|
SBH
|
904,013
|
1,228,652
|
388,832
(h)
|
VP
– Pyramis International Equity Fund
|
Pyramis
|
7,424,096
|
6,911,210
|
4,939,849
|
VP
– Select International Equity Fund
|
Threadneedle
|
2,738,585
|
1,255,004
|
1,359,327
|
VP
– T. Rowe Price Large Cap Value Fund
|
Former
subadviser:
NFJ
(May 10, 2010 to November 14, 2016)
|
4,648,289
|
5,486,311
|
5,456,902
|
T.
Rowe Price
|
781,807
(f)
|
N/A
|
N/A
|
VP
– TCW Core Plus Bond Fund
|
Former
subadviser:
Pacific Investment Management Company LLC
(May 10, 2010 to March 20, 2014)
|
N/A
|
N/A
|
536,104
|
TCW
|
2,462,294
|
2,184,399
|
1,243,139
(b)
|
VP
– U.S. Equities Fund
|
Columbia
WAM
|
1,285,858
|
1,708,641
|
2,516,408
|
VP
– Victory Sycamore Established Value Fund
|
Victory
Capital
|
1,088,217
|
1,634,664
|
2,949,374
|
VP
– Wells Fargo Short Duration Government Fund
|
WellsCap
|
1,685,179
|
2,323,530
|
3,116,477
|
(a)
|
For the period from June 1,
2016 to December 31, 2016.
|
(b)
|
For the period from March 21,
2014 to December 31, 2014.
|
(c)
|
The subadviser began managing
the Fund after its last fiscal year end; therefore there are no fees to report.
|
(d)
|
For the period from May 2, 2016
to December 31, 2016.
|
(e)
|
For the period from May 1, 2016
to December 31, 2016.
|
(f)
|
For the period from November
14, 2016 to December 31, 2016.
|
(g)
|
For the period from January 1,
2014 to August 19, 2014.
|
(h)
|
For the period from August 20,
2014 to December 31, 2014.
|
Portfolio Managers.
The following table provides information about the portfolio managers of each Fund (other than VP – Government Money Market Fund). The references in the Potential Conflicts of Interest and the
Structure of Compensation columns in the table below refer, respectively, to the descriptions in the
Potential Conflicts of Interest
and
Structure of Compensation
subsections immediately following the table. All shares of the Funds are owned by life insurance companies and Qualified Plans, and are not available for purchase by individuals. Consequently, no
portfolio manager owns any shares of the Funds.
Statement
of Additional Information – May 1, 2017
|
96
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
Information
is as of December 31, 2016, unless otherwise noted
|
VP
– Aggressive Portfolio
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$65.12
billion
$16.21 million
$14.70 million
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
David
Weiss
|
19
RICs
10 other accounts
|
$56.97
billion
$0.92 million
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$62.94
billion
$2.38 billion
$96.91 million
|
Brian
Virginia
|
13
RICs
8 other accounts
|
$57.31
billion
$2.49 million
|
VP
– American Century Diversified Bond Fund
|
American
Century:
Alejandro H. Aguilar
|
16 RICs
4 PIVs
2 other accounts
|
$19.35 billion
$784.84 million
$1.41 billion
|
None
|
American
Century
|
American
Century
|
Robert
V. Gahagan
|
19
RICs
5 PIVs
2 other accounts
|
$19.71
billion
$852.62 million
$1.41 billion
|
Jeffrey
L. Houston
|
9
RICs
4 PIVs
1 other account
|
$11.39
billion
$759.70 million
$819.35 million
|
Brian
Howell
|
20
RICs
7 PIVs
2 other accounts
|
$19.49
billion
$1.02 billion
$1.41 billion
|
G.
David MacEwen
|
36
RICs
36 PIVs
6 other accounts
|
$35.56
billion
$7.64 billion
$1.14 billion
|
VP
– Balanced Fund
|
Leonard
Aplet
|
6
RICs
14 PIVs
65 other accounts
|
$19.07
billion
$2.32 billion
$6.26 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Brian
Lavin
|
13
RICs
1 PIV
9 other accounts
|
$19.93
billion
$57.30 million
$222.79 million
|
Gregory
Liechty
|
3
RICs
14 PIVs
45 other accounts
|
$5.87
billion
$2.32 billion
$5.09 billion
|
Guy
Pope
|
9
RICs
7 PIVs
49 other accounts
|
$16.87
billion
$1.70 billion
$4.62 billion
|
Ronald
Stahl
|
3
RICs
14 PIVs
48 other accounts
|
$5.87
billion
$2.32 billion
$5.06 billion
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
BlackRock:
Martin Hegarty
|
11 RICs
7 PIVs
31 other accounts
|
$7.10 billion
$1.33 billion
$18.10 billion
|
3 other accounts
($164.40 M)
|
BlackRock
|
BlackRock
|
VP
– CenterSquare Real Estate Fund
|
CenterSquare:
Dean Frankel
|
5 RICs
6 PIVs
52 other accounts
|
$1.45 billion
$375.58 million
$5.91 billion
|
9 other accounts
($1.39 B)
|
CenterSquare
|
CenterSquare
|
Eric
Rothman
|
4
RICs
3 PIVs
40 other accounts
|
$722.71
million
$78.89 million
$2.86 billion
|
5
other accounts
($578.79 M)
|
Statement
of Additional Information – May 1, 2017
|
97
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Columbia Wanger International Equities Fund
|
Columbia
WAM:
Louis Mendes III
|
3 RICs
13 other accounts
|
$5.28 billion
$308.42 million
|
None
|
Columbia
WAM
|
Columbia
WAM
|
P.
Zachary Egan
|
3
RICs
8 other accounts
|
$10.02
billion
$443.37 million
|
VP
– Commodity Strategy Fund
|
Threadneedle:
David Donora
|
1 RIC
2 PIVs
|
$284.30 million
$478.00 million
|
None
|
Threadneedle
|
Threadneedle
|
Nicolas
Robin
|
VP
– Conservative Portfolio
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$66.44
billion
$16.21 million
$14.70 million
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
David
Weiss
|
19
RICs
10 other accounts
|
$58.29
billion
$0.92 million
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$64.26
billion
$2.38 billion
$96.91 million
|
Brian
Virginia
|
13
RICs
8 other accounts
|
$58.62
billion
$2.49 million
|
VP
– Core Equity Fund
|
Brian
M. Condon
|
20
RICs
4 PIVs
44 other accounts
|
$13.16
billion
$134.75 million
$5.69 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Peter
Albanese
|
6
RICs
3 PIVs
37 other accounts
|
$12.10
billion
$134.69 million
$5.53 billion
|
VP
– DFA International Value Fund
|
DFA:
Joseph Chi
|
139 RICs
58 PIVs
86 other accounts
|
$307.28 billion
$13.97 billion
$28.88 billion
|
1
PIV
($213.00 M)
6 other accounts
($2.61 B)
|
DFA
|
DFA
|
Jed
Fogdall
|
139
RICs
58 PIVs
86 other accounts
|
$307.28
billion
$13.97 billion
$28.88 billion
|
1
PIV
($213.00 M)
6 other accounts
($2.61 B)
|
Bhanu
Singh
|
69
RICs
29 PIVs
53 other accounts
|
$150.47
billion
$2.85 billion
$15.87 billion
|
6
other accounts ($2.61 B)
|
Mary
Philips
|
15
RICs
|
$20.75
billion
|
None
|
VP
– Disciplined Core Fund
|
Brian
Condon
|
20
RICs
4 PIVs
44 other accounts
|
$8.53
billion
$134.75 million
$5.69 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Peter
Albanese
|
6
RICs
3 PIVs
37 other accounts
|
$7.48
billion
$134.69 million
$5.53 billion
|
VP
– Dividend Opportunity Fund
|
Steve
Schroll
|
2
RICs
1 PIV
9 other accounts
|
$4.34
billion
$6.56 million
$91.14 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Paul
Stocking
|
2
RICs
1 PIV
15 other accounts
|
$4.34
billion
$6.56 million
$98.50 million
|
Dean
Ramos
|
2
RICs
1 PIV
9 other accounts
|
$4.34
billion
$6.56 million
$89.36 million
|
Statement
of Additional Information – May 1, 2017
|
98
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Eaton Vance Floating-Rate Income Fund
|
Eaton
Vance:
Scott H. Page
|
13 RICs
12 PIVs
8 other accounts
|
$23.51 billion
$8.25 billion
$4.00 billion
|
1 PIV ($2.40 M)
|
Eaton
Vance
|
Eaton
Vance
|
Craig
P. Russ
|
9
RICs
4 PIVs
9 other accounts
|
$18.97
billion
$5.81 billion
$4.86 billion
|
None
|
Andrew
Sveen
|
5
RICs
|
$2.12
billion
|
None
|
VP
– Emerging Markets Bond Fund
|
James
Carlen
|
3
RICs
14 PIVs
7 other accounts
|
$454.74
million
$16.39 billion
$53.22 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Henry
Stipp
|
2
RICs
5 other accounts
|
$454.74
million
$745.27 million
|
Threadneedle
|
Threadneedle
|
VP
– Emerging Markets Fund
|
Dara
J. White
|
2
RICs
2 PIV
7 other accounts
|
$1.28
billion
$633.99 million
$107.00 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Robert
B. Cameron
|
2
RICs
1 PIV
9 other accounts
|
$1.28
billion
$633.66 million
$105.62 million
|
Jasmine
Huang
|
4
RICs
1 PIV
12 other accounts
|
$1.58
billion
$633.66 million
$104.98 million
|
Young
Kim
|
2
RICs
1 PIV
7 other accounts
|
$1.28
billion
$633.66 million
$104.53 million
|
Perry
Vickery
|
8
other accounts
|
$1.19
million
|
VP
– Global Bond Fund
|
Gene
Tannuzzo
|
6
RICs
1 PIV
97 other accounts
|
$4.64
billion
$0.40 million
$1.20 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Jim
Cielinski
|
3
RICs
1 PIV
6 other account
|
$69.10
million
$0.40 million
$1.84 billion
|
Adrian
Hilton
(i)
|
5
PIVs
|
$856.20
million
|
Threadneedle
|
Threadneedle
|
VP
– High Yield Bond Fund
|
Brian
Lavin
|
13
RICs
1 PIV
9 other accounts
|
$19.50
billion
$57.30 million
$222.79 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Jennifer
Ponce de Leon
|
3
RICs
3 PIVs
44 other accounts
|
$2.10
billion
$800.04 million
$8.16 billion
|
VP
– Income Opportunities Fund
|
Brian
Lavin
|
13
RICs
1 PIV
9 other accounts
|
$19.58
billion
$57.30 million
$222.79 million
|
None
|
Columbia
Management
|
Columbia
Management
|
VP
– Intermediate Bond Fund
|
Brian
Lavin
|
13
RICs
1 PIV
9 other accounts
|
$14.84
billion
$57.30 million
$222.79 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Carl
Pappo
|
5
RICs
1 PIV
25 other accounts
|
$6.55
billion
$57.30 million
$2.29 billion
|
Jason
Callan
|
8
RICs
7 PIVs
4 other accounts
|
$10.25
million
$15.45 billion
$0.42 million
|
Statement
of Additional Information – May 1, 2017
|
99
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Jennison Mid Cap Growth Fund
|
Jennison:
John Mullman
|
5 RICs
5 PIVs
12 other accounts
|
$11.03 billion
$760.00 million
$2.08 billion
|
None
|
Jennison
|
Jennison
|
Sheetal
Prasad
|
2
RICs
4 PIVs
11 other accounts
|
$324.00
million
$743.00 million
$1.95 billion
|
VP
– Large Cap Growth Fund
|
Peter
Deininger
|
2
RICs
8 other accounts
|
$4.95
billion
$245.97 million
|
None
|
Columbia
Management
|
Columbia
Management
|
John
Wilson
|
2
RICs
10 other accounts
|
$4.95
billion
$258.72 million
|
Tchintcia
S. Barros
|
2
RICs
7 other accounts
|
$4.95
billion
$245.60 million
|
VP
– Large Cap Index Fund
|
Christopher
Lo
|
15
RICs
1 PIV
61 other accounts
|
$12.39
billion
$220.42 million
$803.01 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Vadim
Shteyn
|
3
RICs
1 PIV
299 other accounts
|
$11.48
billion
$220.42 million
$603.95 million
|
VP
– Limited Duration Credit Fund
|
Tom
Murphy
|
12
RICs
29 PIVs
35 other accounts
|
$2.26
billion
$35.41 billion
$4.97 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Tim
Doubek
|
10
RICs
1 PIV
34 other accounts
|
$2.23
billion
$0.62 million
$4.65 billion
|
Royce
Wilson
|
1
RIC
3 other accounts
|
$747.21
million
$0.55 million
|
VP
– Loomis Sayles Growth Fund
|
Loomis
Sayles:
Aziz Hamzaogullari
|
16 RICs
12 PIVs
92 other accounts
|
$16.61 billion
$2.41 billion
$10.43 billion
|
1 PIV
($533.00 M)
|
Loomis
Sayles
|
Loomis
Sayles
|
VP
– Los Angeles Large Cap Growth Fund
|
Los
Angeles Capital:
Thomas Stevens
(a)
|
14 RICs
13 PIVs
37 other accounts
|
$4.50 billion
$5.23 billion
$14.40 billion
|
1
RIC
($2.38 B)
4 PIVs
($2.82 B)
5 other accounts
($8.27 B)
|
Los
Angeles Capital
|
Los
Angeles Capital
|
Hal
Reynolds
(a)
|
13
RICs
13 PIVs
37 other accounts
|
$4.42
billion
$5.23 billion
$14.40 billion
|
1
RIC
($2.38 B)
4 PIVs
($2.82 B)
5 other accounts
($8.27 B)
|
Daniel
Allen
(a)
|
10
RICs
13 PIVs
37 other accounts
|
$1.31
billion
$5.23 billion
$14.40 billion
|
4
PIVs
($2.82 B)
5 other accounts
($8.27 B)
|
Daniel
Arche
(a)
|
1
RIC
5 PIVs
13 other accounts
|
$88.6
million
$2.94 billion
$1.84 billion
|
2
PIVs
($2.16 B)
|
Statement
of Additional Information – May 1, 2017
|
100
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– MFS Blended Research Core Equity Fund
|
MFS:
Matt Krummell
|
22 RICs
17 PIVs
38 other accounts
|
$7.08 billion
$1.39 billion
$5.29 billion
|
None
|
MFS
|
MFS
|
Jim
Fallon
|
20
RICs
17 PIVs
46 other accounts
|
$7.06
billion
$1.39 billion
$6.94 billion
|
Jonathan
Sage
|
28
RICs
19 PIVs
44 other accounts
|
$24.89
billion
$4.28 billion
$13.01 billion
|
Jed
Stocks
|
20
RICs
17 PIVs
36 other accounts
|
$7.06
billion
$1.39 billion
$5.28 billion
|
VP
– MFS Value Fund
|
MFS:
Nevin P. Chitkara
|
16 RICs
8 PIVs
40 other accounts
|
$65.38 billion
$6.71 billion
$19.4 billion
|
None
|
MFS
|
MFS
|
Steve
Gorham
|
15
RICS
8 PIVs
40 other accounts
|
$65.38
billion
$6.71 billion
$19.4 billion
|
VP
– Mid Cap Growth Fund
|
George
Myers
|
1
RIC
2 PIVs
7 other accounts
|
$1.75
billion
$203.12 million
$14.14 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Brian
Neigut
|
1
RIC
2 PIVs
8 other accounts
|
$1.75
billion
$203.12 million
$13.69 million
|
William
Chamberlain
|
1
RIC
1 PIV
5 other accounts
|
$1.75
billion
$198.61 million
$13.49 million
|
VP
– Mid Cap Value Fund
|
David
Hoffman
|
3
RICs
2 PIVs
7 other accounts
|
$3.81
billion
$235.52 million
$57.24 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Jonas
Patrikson
|
1
RIC
2 PIVs
7 other accounts
|
$2.70
billion
$235.52 million
$14.37 million
|
Diane
Sobin
|
1
RIC
2 PIVs
18 other accounts
|
$2.70
billion
$235.52 million
$9.58 billion
|
Threadneedle
|
Threadneedle
|
Nicolas
Janvier
|
1
RIC
2 PIVs
2 other accounts
|
$2.70
billion
$235.52 million
$1.01 billion
|
VP
– Moderate Portfolio
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$48.73
billion
$16.21 million
$14.70 million
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
David
Weiss
|
19
RICs
10 other accounts
|
$40.57
billion
$0.92 million
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$46.54
billion
$2.38 billion
$96.91 million
|
Brian
Virginia
|
13
RICs
8 other accounts
|
$40.91
billion
$2.49 million
|
Statement
of Additional Information – May 1, 2017
|
101
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Moderately Aggressive Portfolio
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$58.60
billion
$16.21 million
$14.70 million
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
David
Weiss
|
19
RICs
10 other accounts
|
$50.44
billion
$0.92 million
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$56.41
billion
$2.38 billion
$96.91 million
|
Brian
Virginia
|
13
RICs
8 other accounts
|
$50.78
billion
$2.49 million
|
VP
– Moderately Conservative Portfolio
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$64.12
billion
$16.21 million
$14.70 million
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
David
Weiss
|
19
RICs
10 other accounts
|
$55.97
billion
$0.92 million
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$61.94
billion
$2.38 billion
$96.91 million
|
Brian
Virginia
|
13
RICs
8 other accounts
|
$56.31
billion
$2.49 million
|
VP
– Morgan Stanley Advantage Fund
|
MSIM:
Dennis P. Lynch
|
25 RICs
11 PIVs
10 other accounts
|
$9.24 billion
$8.10 billion
$1.80 billion
|
2 other accounts ($720.00 M)
|
MSIM
|
MSIM
|
David
Cohen
|
Sam
Chainani
|
Alexander
Norton
|
Jason
Yeung
|
Armistead
Nash
|
VP
– MV Moderate Growth Fund
|
Jeffrey
Knight
|
26
RICs
2 PIVs
5 other accounts
|
$55.02
billion
$16.21 million
$14.70 billion
|
None
|
Columbia
Management
- FoF
|
Columbia
Management
|
Anwiti
Bahuguna
|
21
RICs
22 PIVs
16 other accounts
|
$52.84
billion
$2.38 billion
$96.91 million
|
David
Weiss
|
19
RICs
10 other accounts
|
$46.87
billion
$0.92 million
|
Brian
Virginia
|
13
RIC
8 other accounts
|
$47.21
million
$2.49 million
|
VP
– Oppenheimer International Growth Fund
|
Oppenheimer:
George Evans
|
5 RICs
2 PIVs
3 other accounts
|
$25.43 million
$635.47 million
$544.49 million
|
None
|
Oppenheimer
|
Oppenheimer
|
Robert
Dunphy
|
4
RICs
2 PIVs
1 other account
|
$22.91
million
$635.47 million
$98.91 million
|
Statement
of Additional Information – May 1, 2017
|
102
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Partners Core Bond Fund
|
JPMIM:
Peter Simons
|
13 RICs
4 PIVs
48 other accounts
|
$38.78 billion
$10.29 billion
$10.20 billion
|
1 other account
($105.00 M)
|
JPMIM
|
JPMIM
|
Barbara
Miller
|
12
RICs
2 PIVs
13 other accounts
|
$40.85
billion
$9.61 billion
$696.00 million
|
None
|
Richard
Figuly
|
14
RICs
14 PIVs
25 other accounts
|
$27.54
billion
$2.88 billion
$8.52 billion
|
1
other account
($969.00 M)
|
WellsCap:
Thomas O’Connor
(a)
|
9 RICs
4 PIVs
40 other accounts
|
$15.96 billion
$3.39 billion
$14.12 billion
|
1
PIV
($34.23 M)
2 other accounts
($694.03 M)
|
WellsCap
|
WellsCap
|
Troy
Ludgood
(a)
|
VP
– Partners Small Cap Growth Fund
|
BMO:
David Corris
(a)
|
8 RICs
6 PIVs
121 other accounts
|
$1.43 billion
$4.55 billion
$4.70 billion
|
None
|
BMO
|
BMO
|
Thomas
Lettenberger
(a)
|
5
RICs
26 other accounts
|
$626.03
million
$218.81 million
|
Kennedy:
John Rackers
|
43 other accounts
|
$149.00 million
|
None
|
Kennedy
|
Kennedy
|
WellsCap:
Thomas C. Ognar
|
7 RICs
6 PIVs
62 other accounts
|
$9.93 billion
$1.07 billion
$2.20 billion
|
2 other accounts
($114.98 M)
|
WellsCap
|
WellsCap
|
Joseph
M. Eberhardy
|
Bruce
C. Olson
|
VP
– Partners Small Cap Value Fund
|
Denver
Investments:
Derek Anguilm
|
6 RICs
98 other accounts
|
$397.16 million
$970.11 million
|
2 other accounts
($423.29 M)
|
Denver
Investments
|
Denver
Investments
|
Troy
Dayton
|
Mark
Adelmann
|
Lisa
Ramirez
|
Alex
Ruehle
|
7
RICs
98 other accounts
|
$410.50
million
$970.11 million
|
Jacobs
Levy:
Bruce Jacobs
(a)
|
9 RICs
13 PIVs
70 other accounts
|
$1.85 billion
$1.88 billion
$3.86 billion
|
6 other accounts ($1.11 B)
|
Jacobs
Levy
|
Jacobs
Levy
|
Kenneth
Levy
(a)
|
Nuveen
Asset Management:
Karen Bowie
(a)
|
1 RIC
|
$1.2 billion
|
None
|
Nuveen
Asset Management
|
Nuveen
Asset Management
|
SBH:
Mark Dickherber
|
1
RIC
1 PIV
60 other accounts
|
$60.30
million
$30.00 million
$820.4 million
|
None
|
SBH
|
SBH
|
Shaun
Nicholson
|
VP
– Pyramis International Equity Fund
|
Pyramis:
Cesar Hernandez
|
3 RICs
16 PIVs
42 other accounts
|
$1.04 billion
$8.29 billion
$11.19 billion
|
6 other accounts
($2.02 B)
|
Pyramis
|
Pyramis
|
Statement
of Additional Information – May 1, 2017
|
103
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– Select International Equity Fund
|
Threadneedle:
Simon Haines
|
1 RIC
2 PIVS
1 other account
|
$940.50 million
$547.60 million
$50.10 million
|
None
|
Threadneedle
|
Threadneedle
|
William
Davies
|
2
PIVs
1 other account
|
$1.68
billion
$336.80 million
|
David
Dudding
|
1
RIC
3 PIVs
2 other accounts
|
$373.80
million
$4.02 billion
$859.5 million
|
VP
– Select Large-Cap Value Fund
|
Richard
S. Rosen
|
3
RICs
1 PIV
468 other accounts
|
$1.61
billion
$46.65 million
$2.85 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Kari
Montanus
|
3
RICs
1 PIV
464 other accounts
|
$1.61
billion
$46.65 million
$2.84 billion
|
Richard
Taft
|
3
RICs
1 PIV
29 other accounts
|
$1.61
billion
$46.65 million
$2.60 billion
|
VP
– Select Smaller-Cap Value Fund
|
Richard
S. Rosen
|
3
RICs
1 PIV
468 other accounts
|
$2.60
billion
$46.65 million
$2.85 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Kari
Montanus
|
3
RICs
1 PIV
464 other accounts
|
$2.60
billion
$46.65 million
$2.84 billion
|
Richard
Taft
|
3
RICs
1 PIV
29 other accounts
|
$2.60
billion
$46.65 million
$2.60 billion
|
VP
– Seligman Global Technology Fund
|
Paul
Wick
|
4
RICs
2 PIVs
4 other accounts
|
$5.39
billion
$672.14 million
$19.16 million
|
1
PIV ($603.15 M)
|
Columbia
Management
|
Columbia
Management
– Tech Team
|
Shekhar
Pramanick
|
3
RICs
5 other accounts
|
$5.11
billion
$2.05 million
|
None
|
Sanjay
Devgan
|
3
RICs
3 other accounts
|
$5.11
billion
$0.66 million
|
None
|
Jeetil
Patel
|
4
RICs
6 other accounts
|
$5.39
billion
$3.30 million
|
None
|
Christopher
Boova
|
4
RICs
8 other accounts
|
$5.39
billion
$5.23 million
|
None
|
Rahul
Narang
|
5
RICs
7 other accounts
|
$1.76
billion
$0.74 million
|
None
|
Columbia
Management
|
Columbia
Management
|
VP
– T. Rowe Price Large Cap Value Fund
|
T.
Rowe Price:
Heather McPherson
|
5 RICs
2 PIVs
25 other accounts
|
$9.03 billion
$1.39 billion
$4.38 billion
|
None
|
T.
Rowe Price
|
T.
Rowe Price
|
Mark
Finn
|
7
RICs
4 PIVs
30 other accounts
|
$13.47
billion
$6.83 billion
$5.46 billion
|
John
Linehan
|
14
RICs
6 PIVs
31 other accounts
|
$39.99
billion
$9.14 billion
$6.04 billion
|
Statement
of Additional Information – May 1, 2017
|
104
|
|
|
Other
Accounts Managed (excluding the Fund)
|
|
|
Fund
|
Portfolio
Manager
|
Number
and type
of account*
|
Approximate
Total Net Assets
|
Performance
Based
Accounts**
|
Potential
Conflicts
of Interest
|
Structure
of
Compensation
|
VP
– TCW Core Plus Bond Fund
|
TCW:
Tad Rivelle
|
28 RICs
44 PIVs
241 other accounts
|
$108.81 billion
$9.14 billion
$35.39 billion
|
23
PIVs
($1.68 B)
9 other accounts
($4.16 B)
|
TCW
|
TCW
|
Laird
Landmann
|
27
RICs
44 PIVs
241 other accounts
|
$100.28
billion
$9.18 billion
$35.39 billion
|
23
PIVs
($1.68 B)
9 other accounts
($4.16 B)
|
Stephen
Kane
|
29
RICs
47 PIVs
241 other accounts
|
$100.28
billion
$10.34 billion
$35.39 billion
|
23
PIVs
($1.68 B)
9 other accounts
($4.16 B)
|
Bryan
Whalen
|
25
RICs
42 PIVs
241 other accounts
|
$108.78
billion
$9.09 billion
$35.39 billion
|
23
PIVs
($1.68 B)
9 other accounts
($4.16 B)
|
VP
– U.S. Equities Fund
|
Columbia
Management
Peter Albanese
|
7 RICs
3 PIVs
37 other accounts
|
$12.29 billion
$134.69 million
$5.53 billion
|
None
|
Columbia
Management
|
Columbia
Management
|
Brian
Condon
|
20
RICs
4 PIVs
44 other accounts
|
$12.69
billion
$134.75 million
$5.69 billion
|
Jarl
Ginsberg
|
4
RICs
28 other accounts
|
$2.99
billion
$108.87 million
|
Christian
Stadlinger
|
4
RICs
22 other accounts
|
$2.99
billion
$112.92 million
|
David
Hoffman
|
3
RICs
2 PIVs
7 other accounts
|
$3.85
billion
$235.52 million
$57.24 million
|
Columbia
WAM:
William J. Doyle
|
2 RICs
4 other accounts
|
$1.31 billion
$4 million
|
None
|
Columbia
WAM
|
Columbia
WAM
|
Matt
Litfin
|
3
RICs
7 other accounts
|
$6.16
billion
$144.21 million
|
VP
– U.S. Government Mortgage Fund
|
Jason
J. Callan
|
8
RICs
7 PIVs
4 other accounts
|
$14.16
billion
$15.45 billion
$0.42 million
|
None
|
Columbia
Management
|
Columbia
Management
|
Tom
Heuer
|
3
RICs
5 other accounts
|
$3.54
billion
$1.80 million
|
VP
– Victory Sycamore Established Value Fund
|
Victory
Capital:
Gary H. Miller
|
4 RICs
6 PIVs
18 other accounts
|
$12.15 billion
$421.41 million
$527.15 million
|
None
|
Victory
Capital
|
Victory
Capital
|
Gregory
M. Conners
|
Jeffrey
M. Graff
|
James
Albers
|
Michael
Rodarte
|
VP
– Wells Fargo Short Duration Government Fund
|
WellsCap:
Thomas O’Connor
|
8 RICs
4 PIVs
39 other accounts
|
$14.70 billion
$3.31 billion
$13.87 billion
|
1
PIV
($33.92 M)
2 other accounts
($687.41 M)
|
WellsCap
|
WellsCap
|
Troy
Ludgood
|
*
|
RIC refers to a Registered
Investment Company; PIV refers to a Pooled Investment Vehicle.
|
Statement
of Additional Information – May 1, 2017
|
105
|
**
|
Number of accounts for which
the advisory fee paid is based in part or wholly on performance and the aggregate net assets in those accounts.
|
(a)
|
The portfolio manager began
managing the Fund after its last fiscal year end; reporting information is provided as of February 28, 2017.
|
Potential Conflicts of Interest
American Century:
Certain conflicts of interest may arise in connection with the management of multiple portfolios. Potential conflicts include, for example, conflicts among investment strategies, such as one portfolio buying or selling
a security while another portfolio has a differing, potentially opposite position in such security. This may include one portfolio taking a short position in the security of an issuer that is held long in another portfolio (or vice versa). Other
potential conflicts may arise with respect to the allocation of investment opportunities, which are discussed in more detail below. American Century has adopted policies and procedures that are designed to minimize the effects of these
conflicts.
Responsibility
for managing American Century client portfolios is organized according to investment discipline. Investment disciplines include, for example, disciplined equity, U.S. growth, value, global and non-U.S., fixed income, and multi-asset strategies.
Within each discipline are one or more portfolio teams responsible for managing specific client portfolios. Generally, client portfolios with similar strategies are managed by the same team using the same objective, approach, and philosophy.
Accordingly, portfolio holdings, position sizes, and industry and sector exposures tend to be similar across similar portfolios, which minimizes the potential for conflicts of interest. In addition, American Century Investments maintains an ethical
wall around each of its equity disciplines (U.S. growth large-cap, U.S. growth mid- and small-cap, value, disciplined equity and global and non-U.S.), meaning that access to information regarding any portfolio’s transactional activities is
only available to team members of the investment discipline that manages such portfolio. The ethical wall is intended to aid in preventing the misuse of portfolio holdings information and trading activity in the other disciplines.
For each investment strategy, one
portfolio is generally designated as the “policy portfolio.” Other portfolios with similar investment objectives, guidelines and restrictions are referred to as “tracking portfolios.” When managing policy and tracking
portfolios, a portfolio team typically purchases and sells securities across all portfolios that the team manages. American Century’s trading systems include various order entry programs that assist in the management of multiple portfolios,
such as the ability to purchase or sell the same relative amount of one security across several funds. In some cases a tracking portfolio may have additional restrictions or limitations that cause it to be managed separately from the policy
portfolio. Portfolio managers make purchase and sale decisions for such portfolios alongside the policy portfolio to the extent the overlap is appropriate, and separately, if the overlap is not. American Century may aggregate orders to purchase or
sell the same security for multiple portfolios when it believes such aggregation is consistent with its duty to seek best execution on behalf of its clients. Orders of certain client portfolios may, by investment restriction or otherwise, be
determined not available for aggregation. American Century has adopted policies and procedures to minimize the risk that a client portfolio could be systematically advantaged or disadvantaged in connection with the aggregation of orders. To the
extent equity trades are aggregated, shares purchased or sold are generally allocated to the participating portfolios pro rata based on order size. Because initial public offerings (IPOs) are usually available in limited supply and in amounts too
small to permit across-the-board pro rata allocations, American Century has adopted special procedures designed to promote a fair and equitable allocation of IPO securities among clients over time. Fixed income securities transactions are not
executed through a centralized trading desk. Instead, fund teams are responsible for executing trades with broker/dealers in a predominantly dealer marketplace. Trade allocation decisions are made by the portfolio manager at the time of trade
execution and orders entered on the fixed income order management system.
Finally, investment of American
Century’s corporate assets in proprietary accounts may raise additional conflicts of interest. To mitigate these potential conflicts of interest, American Century has adopted policies and procedures intended to provide that trading in
proprietary accounts is performed in a manner that does not give improper advantage to American Century to the detriment of client portfolios.
BlackRock:
BlackRock has built a professional working environment, firm-wide compliance culture and compliance procedures and systems designed to protect against potential incentives that may favor one account over another.
BlackRock has adopted policies and procedures that address the allocation of investment opportunities, execution of portfolio transactions, personal trading by employees and other potential conflicts of interest that are designed to ensure that all
client accounts are treated equitably over time. Nevertheless, BlackRock furnishes investment management and advisory services to numerous clients in addition to the Fund, and BlackRock may, consistent with applicable law, make investment
recommendations to other clients or accounts (including accounts which are hedge funds or have performance or higher fees paid to BlackRock, or in which portfolio managers have a personal interest in the receipt of such fees), which may be the same
as or different from those made to the Fund. In addition, BlackRock, its affiliates and significant shareholders and any officer, director, shareholder or employee may or may not have an interest in the securities whose purchase and sale BlackRock
recommends to the Fund. BlackRock, or any of its affiliates or significant shareholders, or any officer, director,
Statement
of Additional Information – May 1, 2017
|
106
|
shareholder,
employee or any member of their families may take different actions than those recommended to the Fund by BlackRock with respect to the same securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of
companies of which any of BlackRock’s (or its affiliates’ or significant shareholders’) officers, directors or employees are directors or officers, or companies as to which BlackRock or any of its affiliates or significant
shareholders or the officers, directors and employees of any of them has any substantial economic interest or possesses material non-public information. Certain portfolio managers also may manage accounts whose investment strategies may at times be
opposed to the strategy utilized for a fund. It should also be noted that Mr. Hegarty may be managing hedge fund and/or long only accounts, or may be part of a team managing hedge fund and/or long only accounts, subject to incentive fees. Mr.
Hegarty may therefore be entitled to receive a portion of any incentive fees earned on such accounts.
As a fiduciary, BlackRock owes a
duty of loyalty to its clients and must treat each client fairly. When BlackRock purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its fiduciary duties. BlackRock attempts to allocate
investments in a fair and equitable manner among client accounts, with no account receiving preferential treatment. To this end, BlackRock has adopted policies that are intended to ensure reasonable efficiency in client transactions and provide
BlackRock with sufficient flexibility to allocate investments in a manner that is consistent with the particular investment discipline and client base, as appropriate.
|
BMO:
A conflict of interest may arise as a result of a portfolio manager being responsible for multiple accounts, including the Fund, which may have different investment guidelines and objectives. In addition to the Fund,
these accounts may include other mutual funds managed on an advisory or subadvisory basis, separate accounts, and collective trust accounts. An investment opportunity may be suitable for a Fund as well as for any of the other managed accounts.
However, the investment may not be available in sufficient quantity for all of the accounts to participate fully. In addition, there may be limited opportunity to sell an investment held by a Fund and the other accounts. The other accounts may have
similar investment objectives or strategies as the Fund, they may track the same benchmarks or indexes as the Fund tracks, and they may sell securities that are eligible to be held, sold or purchased by the Fund. A portfolio manager may be
responsible for accounts that have different advisory fee schedules, which may create the incentive for the portfolio manager to favor one account over another in terms of access to investment opportunities. A portfolio manager also may manage
accounts whose investment objectives and policies differ from those of the Fund, which may cause the portfolio manager to effect trading in one account that may have an adverse effect on the value of the holdings within another account, including a
Fund.
|
|
To address and
manage these potential conflicts of interest, BMO has adopted compliance policies and procedures to allocate investment opportunities and to ensure that each of its clients is treated on a fair and equitable basis. Such policies and procedures
include, but are not limited to, trade allocation and trade aggregation policies, cross trading policies, portfolio manager assignment practices, and oversight by investment management, and/or compliance departments.
|
|
CenterSquare:
From time to time, potential conflicts of interest may arise between a portfolio manager’s management of the investments of the Fund, on the one hand, and the management of other accounts, on the other. The
portfolio managers oversee the investment of various types of accounts in the same strategy, such as mutual funds, pooled investment vehicles and separate accounts for individuals and institutions. Investment decisions generally are applied to all
accounts utilizing that particular strategy, taking into consideration client restrictions, instructions and individual needs. A portfolio manager may manage an account whose fees may be higher or lower than the fee charged to the Fund to provide
for varying client circumstances. Management of multiple funds and accounts may create potential conflicts of interest relating to the allocation of investment opportunities, and the aggregation and allocation of client trades. Additionally, the
management of the Fund and other accounts may result in a portfolio manager devoting unequal time and attention to the management of the Fund or other accounts.
|
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During
the normal course of managing assets for multiple clients of varying types and asset levels, the portfolio managers may encounter conflicts of interest, that could, if not properly addressed, be harmful to one or more of our clients. Those of a
material nature that are encountered most frequently involve security selection, employee personal securities trading, proxy voting and the allocation of securities. To mitigate these conflicts and ensure its clients are not impacted negatively by
the adverse actions of CenterSquare or its employees, CenterSquare has implemented a series of policies including, but not limited to, its Code of Conduct, which addresses avoidance of conflicts of interest, Personal Security Trading Policy, which
addresses personal security trading and requires the use of approved brokers, Trade Allocation/Aggregation Policy, which addresses fairness of trade allocation to client accounts, and the Proxy and Trade Error Policies which are designed to prevent
and detect conflicts when they occur. CenterSquare reasonably believes that these and other policies combined with the periodic review and testing performed by its compliance professionals adequately protects the interest of its clients. A portfolio
manager may also face other potential conflicts of interest in managing the Fund, and the description above is not a complete description of every conflict of interest that could be deemed to exist in managing both the Fund and the other accounts
listed above.
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Columbia Management:
Like other investment professionals with multiple clients, a Fund’s portfolio manager(s) may face certain potential conflicts of interest in connection with managing both the Fund and other accounts at the same
time. The Investment Manager and the Funds have adopted compliance policies and procedures that attempt to address certain of the potential conflicts that portfolio managers face in this regard. Certain of these conflicts of interest are summarized
below.
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The management of
accounts with different advisory fee rates and/or fee structures, including accounts that pay advisory fees based on account performance (performance fee accounts), may raise potential conflicts of interest for a portfolio manager by creating an
incentive to favor higher fee accounts.
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Potential
conflicts of interest also may arise when a portfolio manager has personal investments in other accounts that may create an incentive to favor those accounts. As a general matter and subject to the Investment Manager’s Code of Ethics and
certain limited exceptions, the Investment Manager’s investment professionals do not have the opportunity to invest in client accounts, other than the funds.
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A portfolio
manager who is responsible for managing multiple funds and/or accounts may devote unequal time and attention to the management of those Funds and/or accounts. The effects of this potential conflict may be more pronounced where Funds and/or accounts
managed by a particular portfolio manager have different investment strategies.
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A portfolio
manager may be able to select or influence the selection of the broker/dealers that are used to execute securities transactions for the Funds. A portfolio manager’s decision as to the selection of broker/dealers could produce disproportionate
costs and benefits among the Funds and the other accounts the portfolio manager manages.
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A potential
conflict of interest may arise when a portfolio manager buys or sells the same securities for a Fund and other accounts. On occasions when a portfolio manager considers the purchase or sale of a security to be in the best interests of a Fund as well
as other accounts, the Investment Manager’s trading desk may, to the extent consistent with applicable laws and regulations, aggregate the securities to be sold or bought in order to obtain the best execution and lower brokerage commissions,
if any. Aggregation of trades may create the potential for unfairness to a Fund or another account if a portfolio manager favors one account over another in allocating the securities bought or sold. The Investment Manager and its Participating
Affiliates (including Threadneedle) may coordinate their trading operations for certain types of securities and transactions pursuant to personnel-sharing agreements or similar intercompany arrangements. However, typically the Investment Manager
does not coordinate trading activities with a Participating Affiliate with respect to accounts of that Participating Affiliate unless such Participating Affiliate is also providing trading services for accounts managed by the Investment Manager.
Similarly, a Participating Affiliate typically does not coordinate trading activities with the Investment Manager with respect to accounts of the Investment Manager unless the Investment Manager is also providing trading services for accounts
managed by such Participating Affiliate. As a result, it is possible that the Investment Manager and its Participating Affiliates may trade in the same instruments at the same time, in the same or opposite direction or in different sequence, which
could negatively impact the prices paid by the Fund on such instruments. Additionally, in circumstances where trading services are being provided on a coordinated basis for the Investment Manager’s accounts (including the Funds) and the
accounts of one or more Participating Affiliates in accordance with applicable law, it is possible that the allocation opportunities available to the Funds may be decreased, especially for less actively traded securities, or orders may take longer
to execute, which may negatively impact Fund performance.
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“Cross
trades,” in which a portfolio manager sells a particular security held by a Fund to another account (potentially saving transaction costs for both accounts), could involve a potential conflict of interest if, for example, a portfolio manager
is permitted to sell a security from one account to another account at a higher price than an independent third party would pay. The Investment Manager and the Funds have adopted compliance procedures that provide that any transactions between a
Fund and another account managed by the Investment Manager are to be made at a current market price, consistent with applicable laws and regulations.
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Another
potential conflict of interest may arise based on the different investment objectives and strategies of a Fund and other accounts managed by its portfolio manager(s). Depending on another account’s objectives and other factors, a portfolio
manager may give advice to and make decisions for a Fund that may differ from advice given, or the timing or nature of decisions made, with respect to another account. A portfolio manager’s investment decisions are the product of many factors
in addition to basic suitability for the particular account involved. Thus, a portfolio manager may buy or sell a particular security for certain accounts, and not for a Fund, even though it could have been bought or sold for the Fund at the same
time. A portfolio manager also may buy a particular security for one or more accounts when one or more other accounts are selling the security (including short sales). There may be circumstances when a portfolio manager’s purchases or sales of
portfolio securities for one or more accounts may have an adverse effect on other accounts, including the Funds.
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To the extent a
Fund invests in underlying funds, a portfolio manager will be subject to the potential conflicts of interest described in
Potential Conflicts of Interest – Columbia Management – FOF (Fund-of-Funds)
below.
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A Fund’s portfolio
manager(s) also may have other potential conflicts of interest in managing the Fund, and the description above is not a complete description of every conflict that could exist in managing the Fund and other accounts. Many of the potential conflicts
of interest to which the Investment Manager’s portfolio managers are subject are essentially the same or similar to the potential conflicts of interest related to the investment management activities of the Investment Manager and its
affiliates.
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Columbia Management
– FoF (Fund-of-Funds):
Management of funds-of-funds differs
from that of the other Funds. The portfolio management process is set forth generally below and in
more
detail in the Funds’
prospectus.
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Portfolio managers of the
fund-of-funds may be involved in determining each funds-of-fund’s allocation among the three main asset classes (equity, fixed income and cash) and the allocation among investment categories within each asset class, as well as each
funds-of-fund’s allocation among the underlying funds.
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Because of the
structure of the funds-of-funds, the potential conflicts of interest for the portfolio managers may be different than the potential conflicts of interest for portfolio managers who manage other Funds.
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The
Investment Manager and its affiliates may receive higher compensation as a result of allocations to underlying funds with higher fees.
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In addition to the accounts
above, portfolio managers may manage accounts in a personal capacity that may include holdings that are similar to, or the same as, those of the Fund. The Investment Manager has in place a Code of Ethics that is designed to address conflicts and
that, among other things, imposes restrictions on the ability of the portfolio managers and other “investment access persons” to invest in securities that may be recommended or traded in the Fund and other client accounts.
To the extent a fund-of-funds
invest in securities and instruments other than other Funds, the portfolio manager is subject to the potential conflicts of interest described in
Potential Conflicts of Interest – Columbia Management
above.
A Fund’s
portfolio manager(s) also may have other potential conflicts of interest in managing the Fund, and the description above is not a complete description of every conflict that could exist in managing the fund and other accounts. Many of the potential
conflicts of interest to which the Investment Manager’s portfolio managers are subject are essentially the same or similar to the potential conflicts of interest related to the Investment Management activities of the Investment Manager and its
affiliates.
Columbia
WAM:
Like other investment professionals with multiple clients, a Fund’s portfolio manager(s) may face certain potential conflicts of interest in connection with managing both the Fund and other accounts at
the same time. Columbia WAM and the Funds have adopted compliance policies and procedures that attempt to address certain of the potential conflicts that portfolio managers face in this regard. Certain of these conflicts of interest are summarized
below.
The
management of accounts with different advisory fee rates and/or fee structures may raise potential conflicts of interest for a portfolio manager by creating an incentive to favor higher fee accounts.
Potential conflicts of interest
also may arise when a portfolio manager has personal investments in other accounts that may create an incentive to favor those accounts. As a general matter and subject to the Investment Manager’s Code of Ethics and certain limited exceptions,
the Investment Manager’s investment professionals do not have the opportunity to invest in client accounts, other than the Funds and the series of Wanger Advisors Trust.
A portfolio manager who is
responsible for managing multiple funds and/or accounts may devote unequal time and attention to the management of those funds and/or accounts. The effects of this potential conflict may be more pronounced where funds and/or accounts managed by a
particular portfolio manager have different investment strategies.
A portfolio manager may be able
to select or influence the selection of the broker/dealers that are used to execute securities transactions for the Funds. A portfolio manager’s decision as to the selection of broker/dealers could produce disproportionate costs and benefits
among the Funds and the other accounts the portfolio manager manages.
A potential conflict of interest
may arise when a portfolio manager buys or sells the same securities for a Fund and other accounts. On occasions when a portfolio manager considers the purchase or sale of a security to be in the best interests of a Fund as well as other accounts,
Columbia WAM’s trading desk may, to the extent consistent with applicable laws and regulations, aggregate the securities to be sold or bought in order to obtain the best execution and lower brokerage commissions, if any. Aggregation of trades
may create the potential for unfairness to a Fund or another account if a portfolio manager favors one account over another in allocating the securities bought or sold.
“Cross trades,” in
which a portfolio manager sells a particular security held by a Fund to another account (potentially saving transaction costs for both accounts), could involve a potential conflict of interest if, for example, a portfolio manager is permitted to
sell a security from one account to another account at a higher price than an independent third party would pay.
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Columbia WAM and the Funds have adopted
compliance procedures that provide that any transactions between the Fund and another account managed by Columbia WAM are to be made at an independent current market price, consistent with applicable laws and regulation.
Another potential conflict of
interest may arise based on the different investment objectives and strategies of a Fund and other accounts managed by its portfolio manager(s). Depending on another account’s objectives and other factors, a portfolio manager may give advice
to and make decisions for a Fund that may differ from advice given, or the timing or nature of decisions made, with respect to another account. A portfolio manager’s investment decisions are the product of many factors in addition to basic
suitability for the particular account involved. Thus, a portfolio manager may buy or sell a particular security for certain accounts, and not for a Fund, even though it could have been bought or sold for the Fund at the same time. A portfolio
manager also may buy a particular security for one or more accounts when one or more other accounts are selling the security (including short sales). There may be circumstances when a portfolio manager’s purchases or sales of portfolio
securities for one or more accounts may have an adverse effect on other accounts, including the Funds.
A Fund’s portfolio
manager(s) also may have other potential conflicts of interest in managing the Fund, and the description above is not a complete description of every conflict that could be deemed to exist in managing both the Fund and other accounts. Many of the
potential conflicts of interest to which Columbia WAM’s portfolio managers are subject are essentially the same as or similar to the potential conflicts of interest related to the investment management activities of Columbia WAM and its
affiliates.
Denver
Investments:
Denver Investments has adopted policies and procedures that address potential
conflicts of interest that may arise when a portfolio manager has day-to-day
management responsibilities with respect to more than one fund or other account,
such as conflicts relating to the allocation of limited investment opportunities, the order of executing transactions when the
aggregation of the order is not possible,
personal investing activities, structure of portfolio manager compensation, conflicting investment strategies and proxy voting of portfolio securities. While there is
no guarantee that such policies and procedures will be effective in all cases, Denver Investments believes that its policies and procedures and associated controls relating to potential material conflicts of interest involving the fund and its other
managed funds and accounts have been reasonably designed.
DFA:
Actual or apparent conflicts of interest may arise when a portfolio manager has the primary day-to-day responsibilities with respect to a mutual fund
and other accounts. Other
accounts include registered mutual funds (including proprietary mutual funds advised by DFA or its affiliates), other unregistered pooled investment vehicles, and other accounts managed for organizations and individuals (“Accounts”). An
Account may have similar investment objectives to the Fund, or may purchase, sell or hold securities that are eligible to be purchased, sold or held by the Fund. Actual or apparent conflicts of interest include:
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Time Management.
The management of the Fund and other Accounts may result in a portfolio manager devoting unequal time and attention to the management of the Fund and/or Accounts. DFA seeks to manage such competing interests for the
time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Accounts managed by a portfolio manager within an investment discipline may be managed using the same investment approach.
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Investment
Opportunities.
It is possible that at times identical securities will be held by the Fund and one or more Accounts. However, positions in the same security may vary and the length of time that the Fund may hold
investments in the same security may likewise vary. If a portfolio manager identifies a limited investment opportunity that may be suitable for the Fund and one or more Accounts, the Fund may not be able to take full advantage of that opportunity
due to an allocation of filled purchase or sale orders across all eligible Accounts. To address these situations, DFA has adopted procedures for allocating portfolio transactions across multiple Accounts.
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Broker Selection.
With respect to securities transactions for the Fund, DFA determines which broker to use to execute each order, consistent with its duty to seek best execution of the transaction. However, with respect to certain
Accounts (such as separately managed accounts), DFA may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, DFA or its affiliates may place separate,
non-simultaneous, transactions for the Fund and another Account that may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the Account.
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Performance-Based
Fees.
For some Accounts, DFA may be compensated based on the profitability of the Account, such as by a performance-based management fee. These incentive compensation structures may create a conflict of interest
for DFA with regard to Accounts where DFA is paid based on a percentage of assets because the portfolio manager may have an incentive to allocate securities preferentially to the Accounts where DFA might share in investment gains.
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Investment in an
Account.
A portfolio manager or his/her relatives may invest in an Account that he or she manages and a conflict may arise where he or she may therefore have an incentive to treat the Account in which the portfolio
manager or his/her relatives invest preferentially as compared to other Accounts for which he or she has portfolio management responsibilities.
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DFA has adopted certain
compliance procedures that are reasonably designed to address these types of conflicts. However, there is no guarantee that such procedures will detect every situation in which a conflict arises.
Eaton Vance:
It is possible that conflicts of interest may arise in connection with a portfolio manager’s management of the fund’s investments on the one hand and the investments of other accounts for which the portfolio
manager is responsible on the other. For example, a portfolio manager may have conflicts of interest in allocating management time, resources and investment opportunities among the fund and other accounts he advises. In addition, due to differences
in the investment strategies or restrictions between the fund and the other accounts, a portfolio manager may take action with respect to another account that differs from the action taken with respect to the fund. In some cases, another account
managed by a portfolio manager may compensate the investment adviser based on the performance of the securities held by that account. The existence of such a performance based fee may create additional conflicts of interest for the portfolio manager
in the allocation of management time, resources and investment opportunities. Whenever conflicts of interest arise, the portfolio managers will endeavor to exercise their discretion in a manner that they believe is equitable to all interested
persons. Eaton Vance has adopted several policies and procedures designed to address these potential conflicts including a code of ethics and policies which govern Eaton Vance’s trading practices, including among other things the aggregation
and allocation of trades among clients, brokerage allocation, cross trades and best execution.
Jacobs Levy:
Jacobs Levy and its investment personnel provide investment management services to multiple accounts, including the Fund’s account. The Portfolio Managers, Bruce Jacobs and Ken Levy, jointly manage all Jacobs
Levy-managed accounts with the support of the firm’s other investment professionals. Providing investment management services to multiple accounts simultaneously may give rise to certain potential conflicts of interest because accounts may
have investment objectives and/or strategies that are similar to or different from those of the Fund. Jacobs Levy may make investment decisions for certain client accounts that are not necessarily consistent with the decisions made for other client
accounts. As such, account performance among clients (including the Fund) may differ. Conflicts may also arise in the allocation of transactions among client accounts with different fee arrangements and accounts in which the firm or the Portfolio
Managers may have an ownership or financial interest.
Jacobs Levy is entitled to be
paid performance-based compensation by certain accounts it manages. Jacobs Levy’s revenue may be increased by its receipt of performance-based fees. In addition, certain client accounts may have higher asset-based fees or more favorable
performance-based compensation arrangements than other accounts. Jacobs Levy and the Portfolio Managers, whose compensation is derived primarily through their equity share in Jacobs Levy, may have an incentive to favor client accounts that pay the
firm performance-based compensation or higher fees.
Jacobs Levy manages a number of
proprietary accounts alongside client accounts. These proprietary accounts may invest in the same securities that Jacobs Levy recommends to or buys or sells for client accounts (including the Fund’s account). These proprietary accounts may
have investment objectives and/or strategies which are similar to or different from those of the Fund. Jacobs Levy may make investment decisions for proprietary accounts that are not necessarily consistent with the decisions made regarding client
investments (including investments for the Fund). As such, the performance of these proprietary accounts may differ from the performance of client accounts (including the Fund’s account).
Jacobs Levy has adopted and
implemented policies and procedures intended to address conflicts of interest relating to the management of multiple accounts. Jacobs Levy reviews statistical allocation reports periodically to determine whether accounts are treated, in its view,
fairly. The performance of similarly managed accounts is also compared periodically to determine whether there are any unexplained significant discrepancies. In addition, Jacobs Levy has adopted procedures, which, in its view, are reasonably
designed to create a fair and equitable allocation of investment opportunities over time among its clients.
Jacobs Levy provides a model
portfolio to one or more of its clients for which Jacobs Levy does not have investment discretion. Jacobs Levy executes trades for other clients whose accounts utilize the same investment strategy as the model. Since Jacobs Levy does not have
discretion to execute trades for its model portfolio client(s), it is possible that trading based on the model portfolio will occur at the same or different times for Jacobs Levy’s discretionary clients and for its model portfolio client(s),
and therefore that trading conducted for one client will impact the value at which the relevant securities trade for another client.
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Jennison:
Jennison manages accounts with asset-based fees alongside accounts with performance-based fees. This side-by-side management can create an incentive for Jennison and its investment professionals to favor one account
over another. Specifically, Jennison has the incentive to favor accounts for which it receives performance fees, and possibly take greater investment risks in those accounts, in order to bolster performance and increase its fees.
Other types of side-by-side
management of multiple accounts can also create incentives for Jennison to favor one account over another. Examples are detailed below, followed by a discussion of how Jennison addresses these conflicts.
Long only accounts/long-short
accounts:
Jennison manages accounts in strategies that only hold long securities positions as well as accounts in strategies that are permitted to sell securities short. Jennison may hold a long position in a
security in some client accounts while selling the same security short in other client accounts. For example, Jennison permits quantitatively hedged strategies to short securities that are held long in other strategies. Additionally, Jennison
permits securities that are held long in quantitatively derived strategies to be shorted by other strategies. The strategies that sell a security short held long by another strategy could lower the price for the security held long. Similarly, if a
strategy is purchasing a security that is held short in other strategies, the strategies purchasing the security could increase the price of the security held short.
Multiple strategies:
Jennison may buy or sell, or may direct or recommend that one client buy or sell, securities of the same kind or class that are purchased or sold for another client, at prices that may be different. Jennison may also, at
any time, execute trades of securities of the same kind or class in one direction for an account and in the opposite direction for another account, due to differences in investment strategy or client direction. Different strategies effecting trading
in the same securities or types of securities may appear as inconsistencies in Jennison’s management of multiple accounts side-by-side.
Affiliated accounts/unaffiliated
accounts and seeded/nonseeded accounts and accounts receiving asset allocation assets from affiliated investment advisers:
Jennison manages accounts for its affiliates and accounts in which it has an interest
alongside unaffiliated accounts. Jennison could have an incentive to favor its affiliated accounts over unaffiliated accounts. Additionally, Jennison’s affiliates may provide initial funding or otherwise invest in vehicles managed by Jennison.
When an affiliate provides “seed capital” or other capital for a fund or account, it may do so with the intention of redeeming all or part of its interest at a particular future point in time or when it deems that sufficient additional
capital has been invested in that fund or account. Jennison typically requests seed capital to start a track record for a new strategy or product. Managing “seeded” accounts alongside “non-seeded” accounts can create an
incentive to favor the “seeded” accounts to establish a track record for a new strategy or product. Additionally, Jennison’s affiliated investment advisers could allocate their asset allocation clients’ assets to Jennison.
Jennison could favor accounts used by its affiliate for their asset allocation clients to receive more assets from the affiliate.
Non-discretionary accounts or
models:
Jennison provides non-discretionary model portfolios to some clients and manages other portfolios on a discretionary basis. Recommendations for some non-discretionary models that are derived from
discretionary portfolios are communicated after the discretionary portfolio has traded. The non-discretionary clients could be disadvantaged if Jennison delivers the model investment portfolio to them after Jennison initiates trading for the
discretionary clients, or vice versa.
Higher fee paying accounts or
products or strategies:
Jennison receives more revenues from (1) larger accounts or client relationships than smaller accounts or client relationships and from (2) managing discretionary accounts than advising
nondiscretionary models and from (3) non-wrap fee accounts than from wrap fee accounts and from (4) charging higher fees for some strategies than others. The differences in revenue that Jennison receives could create an incentive for Jennison to
favor the higher fee paying or higher revenue generating account or product or strategy over another.
Personal interests:
The performance of one or more accounts managed by Jennison’s investment professionals is taken into consideration in determining their compensation. Jennison also manages accounts that are investment options in its
employee benefit plans such as its defined contribution plans or deferred compensation arrangements and where its employees may have personally invested alongside other accounts where there is no personal interest. These factors could create an
incentive for Jennison to favor the accounts where it has a personal interest over accounts where Jennison does not have a personal interest.
How Jennison Addresses These
Conflicts of Interest
The conflicts of interest described above could create incentives for Jennison to favor one or more accounts or types of accounts over others in the allocation of investment opportunities,
time, aggregation and timing of investments. Portfolios in a particular strategy with similar objectives are managed similarly to the extent possible. Accordingly, portfolio holdings and industry and sector exposure tend to be similar across a group
of accounts in a strategy that have similar objectives,
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which tends to
minimize the potential for conflicts of interest among accounts within a product strategy. While these accounts have many similarities, the investment performance of each account will be different primarily due to differences in guidelines,
individual portfolio manager’s decisions, timing of investments, fees, expenses and cash flows.
Additionally, Jennison has
developed policies and procedures that seek to address, mitigate and assess these conflicts of interest. Jennison cannot guarantee, however, that its policies and procedures will detect and prevent, or lead to the disclosure of, each and every
situation in which a conflict may arise.
Jennison has adopted trade
aggregation and allocation procedures that seek to treat all clients (including affiliated accounts) fairly and equitably. These policies and procedures address the allocation of limited investment opportunities, such as initial public offerings
(IPOs) and new issues, the allocation of transactions across multiple accounts, and the timing of transactions between its non-wrap accounts and its wrap fee accounts.
Jennison has policies that limit
the ability to short securities in portfolios that primarily rely on its fundamental research and investment processes (fundamental portfolios) if the security is held long in other fundamental portfolios.
Jennison has adopted procedures
to review allocations or performance dispersion between accounts with performance fees and non-performance fee based accounts and to review overlapping long and short positions among long accounts and long-short accounts.
Jennison has adopted a code of
ethics and policies relating to personal trading.
Jennison provides disclosure of
these conflicts as described in its Form ADV.
JPMIM:
The potential for conflicts of interest exists when portfolio managers manage other accounts with similar investment objectives and strategies as the Fund (“Similar Accounts”). Potential conflicts may
include, for example, conflicts between investment strategies and conflicts in the allocation of investment opportunities.
Responsibility for managing J.P.
Morgan Investment Management Inc. (JP Morgan)’s and its affiliates’ clients’ portfolios is organized according to investment strategies within asset classes. Generally, client portfolios with similar strategies are managed by
portfolio managers in the same portfolio management group using the same objectives, approach and philosophy. Underlying sectors or strategy allocations within a larger portfolio are likewise managed by portfolio managers who use the same approach
and philosophy as similarly managed portfolios. Therefore, portfolio holdings, relative position sizes and industry and sector exposures tend to be similar across similar portfolios and strategies, which minimizes the potential for conflicts of
interest.
JP Morgan
and/or its affiliates perform investment services, including rendering investment advice, to varied clients. JP Morgan, JPMC and its or their directors, officers, agents, and/or employees may render similar or differing investment advisory services
to clients and may give advice or exercise investment responsibility and take such other action with respect to any of its other clients that differs from the advice given or the timing or nature of action taken with respect to another client or
group of clients. It is JP Morgan’s policy, to the extent practicable, to allocate, within its reasonable discretion, investment opportunities among clients over a period of time on a fair and equitable basis. One or more of JP Morgan’s
other client accounts may at any time hold, acquire, increase, decrease, dispose, or otherwise deal with positions in investments in which another client account may have an interest from time-to-time.
JP Morgan, JPMC, and any of its
or their directors, partners, officers, agents or employees, may also buy, sell, or trade securities for their own accounts or the proprietary accounts of JP Morgan and/or JPMC. JP Morgan and/or JPMC, within their discretion, may make different
investment decisions and other actions with respect to their own proprietary accounts than those made for client accounts, including the timing or nature of such investment decisions or actions. Further, JP Morgan is not required to purchase or sell
for any client account securities that it, JPMC, and any of its or their employees, principals, or agents may purchase or sell for their own accounts or the proprietary accounts of JP Morgan, or JPMC or its clients.
JP Morgan and/or its affiliates
may receive more compensation with respect to certain Similar Accounts than that received with respect to the Fund or may receive compensation based in part on the performance of certain Similar Accounts. This may create a potential conflict of
interest for JP Morgan and its affiliates or its portfolio managers by providing an incentive to favor these Similar Accounts when, for example, placing securities transactions. In addition, JP Morgan or its affiliates could be viewed as having a
conflict of interest to the extent that JP Morgan or an affiliate has a proprietary investment in Similar Accounts, the portfolio managers have personal investments in Similar Accounts or the Similar Accounts are investment options in JP
Morgan’s or its affiliate’s employee benefit plans. Potential conflicts of interest may arise with both the aggregation and allocation of securities transactions and allocation of investment opportunities because of market factors or
investment restrictions imposed upon JP Morgan and its affiliates by law, regulation, contract or internal policies.
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Allocations of aggregated
trades, particularly trade orders that were only partially completed due to limited availability and allocation of investment opportunities generally, could raise a potential conflict of interest, as JP Morgan or its affiliates may have an incentive
to allocate securities that are expected to increase in value to favored accounts. Initial public offerings, in particular, are frequently of very limited availability. JP Morgan and its affiliates may be perceived as causing accounts they manage to
participate in an offering to increase JP Morgan’s and its affiliates’ overall allocation of securities in that offering.
A potential conflict of interest
also may be perceived to arise if transactions in one account closely follow related transactions in a different account, such as when a purchase increases the value of securities previously purchased by another account, or when a sale in one
account lowers the sale price received in a sale by a second account. If JP Morgan or its affiliates manage accounts that engage in short sales of securities of the type in which the Fund invests, JP Morgan or its affiliates could be seen as harming
the performance of the Fund for the benefit of the accounts engaging in short sales if the short sales cause the market value of the securities to fall.
As an internal policy matter, JP
Morgan or its affiliates may from time to time maintain certain overall investment limitations on the securities positions or positions in other financial instruments JP Morgan or its affiliates will take on behalf of its various clients due to,
among other things, liquidity concerns and regulatory restrictions. Such policies may preclude a Fund from purchasing particular securities or financial instruments, even if such securities or financial instruments would otherwise meet the
Fund’s objectives.
The goal of JP Morgan and its
affiliates is to meet their fiduciary obligation with respect to all clients. JP Morgan and its affiliates have policies and procedures that seek to manage conflicts. JP Morgan and its affiliates monitor a variety of areas, including compliance with
fund guidelines, review of allocation decisions and compliance with JP Morgan’s Codes of Ethics and JPMC’s Code of Conduct. With respect to the allocation of investment opportunities, JP Morgan and its affiliates also have certain
policies designed to achieve fair and equitable allocation of investment opportunities among its clients over time. For example:
Orders for the same equity
security traded through a single trading desk or system are aggregated on a continual basis throughout each trading day consistent with JP Morgan’s and its affiliates’ duty of best execution for its clients. If aggregated trades are
fully executed, accounts participating in the trade will be allocated their pro rata share on an average price basis. Partially completed orders generally will be allocated among the participating accounts on a pro-rata average price basis, subject
to certain limited exceptions. For example, accounts that would receive a de minimis allocation relative to their size may be excluded from the order. Another exception may occur when thin markets or price volatility require that an aggregated order
be completed in multiple executions over several days. If partial completion of the order would result in an uneconomic allocation to an account due to fixed transaction or custody costs, JP Morgan and its affiliates may exclude small orders until
50% of the total order is completed. Then the small orders will be executed. Following this procedure, small orders will lag in the early execution of the order, but will be completed before completion of the total order.
Purchases of money market
instruments and fixed income securities cannot always be allocated pro rata across the accounts with the same investment strategy and objective. However, JP Morgan and its affiliates attempt to mitigate any potential unfairness by basing non-pro
rata allocations traded through a single trading desk or system upon objective predetermined criteria for the selection of investments and a disciplined process for allocating securities with similar duration, credit quality and liquidity in the
good faith judgment of JP Morgan or its affiliates so that fair and equitable allocation will occur over time.
Kennedy:
John Rackers manages separate accounts in Kennedy’s Small Cap Fundamental Growth, Mid Cap Growth and SMID Cap Growth strategies. In addition to the Fund, Mr.
Rackers gives
advice and takes
action with respect to the other client accounts managed or for the accounts of Kennedy or its officers,
directors, employees or affiliates
(“Affiliated Persons”)
which may differ from the advice given or the timing or nature of action taken with respect to the Fund. Certain conflicts may arise as the
result of an account’s size, client-imposed restrictions or fee schedule. Investment opportunities are allocated fairly among clients within each strategy managed by Mr.
Rackers pursuant to
Kennedy’s internal policies and procedures, which also extends
to
its brokerage practices.
Loomis Sayles:
Conflicts of interest may arise in the allocation of investment opportunities and the allocation of aggregated orders among the Funds and other accounts managed by the portfolio managers. A portfolio manager potentially
could give favorable treatment to some accounts for a variety of reasons, including favoring larger accounts, accounts that pay higher fees, accounts that pay performance-based fees, accounts of affiliated companies and accounts in which the
portfolio manager has an interest. Such favorable treatment could lead to more favorable investment opportunities or allocations for some accounts. Loomis Sayles makes investment decisions for all accounts (including institutional accounts, mutual
funds, hedge funds and affiliated accounts) based on each account’s availability of other comparable investment opportunities and Loomis Sayles’ desire to treat all accounts fairly and equitably over time. Loomis Sayles maintains trade
allocation and aggregation policies and procedures to address these potential conflicts. Conflicts of interest also may arise to the extent a
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portfolio manager short sells a stock in one
client account but holds that stock long in other accounts, including the Funds, or sells a stock for some accounts while buying the stock for others, and through the use of “soft dollar arrangements,” which are discussed in Loomis
Sayles’ Brokerage Allocation Policies and Procedures and Loomis Sayles’ Trade Aggregation and Allocation Policies and Procedures.
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Los Angeles Capital
: Los Angeles Capital has implemented policies and procedures, including brokerage and trade allocation policies and procedures, which Los Angeles Capital believes address the potential for conflicts of interest
associated with managing portfolios for multiple clients to ensure that all clients are treated equitably and fairly. While each client account is managed individually, Los Angeles Capital will, at any given time, purchase and/or sell the same
securities for a number of accounts.
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When appropriate,
Los Angeles Capital will aggregate trades in the same securities for many accounts. In these situations, client accounts will receive the same execution price per share, which will reflect the average of multiple prices if the order was executed in
multiple trades. Accounts participating in an aggregated trade will be charged a pro-rata share of the total commission charges. However, where a client has specified directed brokerage or a specific order strategy (e.g., market on-close), such
transactions may not be aggregated with other orders and may result in commission rates and execution prices that differ from those obtained in an aggregated transaction. In addition, aggregated trades that are partially filled will generally be
allocated on a pro-rata basis, subject to adjustments for factors such as available cash and maintenance of guideline weightings.
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Los Angeles
Capital’s portfolio managers may manage accounts that are charged a performance-based fee alongside accounts with standard asset-based fee schedules. While performance-based fee arrangements may be viewed as creating an incentive to favor
certain accounts over others in the allocation of investment opportunities, Los Angeles Capital has designed and implemented procedures to ensure that all clients are treated fairly and equally, and to prevent conflicts from influencing the
allocation of investment opportunities.
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Los Angeles
Capital regularly rotates the order for the trading of U.S. strategy accounts and non-U.S. strategy accounts. Given the number of different strategies, the customization of guidelines and turnover in accounts, the weekly trade lists for accounts
vary from one account to the next. In a typical week, Los Angeles Capital will begin trading its U.S. strategy accounts followed shortly thereafter by its non-U.S. strategy accounts. While most accounts are traded weekly, some strategies are traded
less frequently. Los Angeles Capital endeavors to complete the rebalancing of accounts to be traded within a trading week using alphas generated at the start of the trading week. Los Angeles Capital’s proprietary accounts may be traded in
rotation with client accounts, after the trading of most client accounts, or on a particular day of the week depending on liquidity, size, model constraints and resource constraints. Los Angeles Capital’s proprietary accounts are invested in
liquid securities. Investment personnel of Los Angeles Capital or its affiliates may be permitted to be commercially or professionally involved with an issuer of securities. Any potential conflicts of interest from such involvement would be
monitored for compliance with the firm's Code of Ethics.
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MFS:
MFS seeks to identify potential conflicts of interest resulting from a portfolio manager’s management of both the Fund and other accounts, and has adopted policies and procedures designed to address such potential
conflicts.
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The management of
multiple funds and accounts (including proprietary accounts) gives rise to conflicts of interest if the funds and accounts have different objectives and strategies, benchmarks, time horizons and fees as a portfolio manager must allocate his or her
time and investment ideas across multiple funds and accounts. In certain instances there are securities which are suitable for the Fund’s portfolio as well as for accounts of MFS or its subsidiaries with similar investment objectives. MFS
trade allocation policies may give rise to conflicts of interest if the Fund’s orders do not get fully executed or are delayed in getting executed due to being aggregated with those of other accounts of MFS or its subsidiaries. A portfolio
manager may execute transactions for another fund or account that may adversely affect the value of the Fund’s investments. Investments selected for funds or accounts other than the Fund may outperform investments selected for the Fund.
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When two or more
clients are simultaneously engaged in the purchase or sale of the same security, the securities are allocated among clients in a manner believed by MFS to be fair and equitable to each. Allocations may be based on many factors and may not always be
pro rata based on assets managed. The allocation methodology could have a detrimental effect on the price or volume of the security as far as the Fund is concerned.
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MFS
and/or a portfolio manager may have a financial incentive to allocate favorable or limited opportunity investments or structure the timing of investments to favor accounts other than the Fund, for instance, those that pay a higher advisory fee
and/or have a performance adjustment and/or include an investment by the portfolio manager.
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MSIM:
Morgan Stanley Investment Management Inc. (“MSIM”) and/or its affiliates (together "Morgan Stanley") provide a broad array of discretionary and non-discretionary investment management services and products
for institutional accounts and individual investors. In addition, Morgan Stanley is a diversified global financial services firm that engages in a broad
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spectrum of
activities including financial advisory services, asset management activities, sponsoring and managing private investment funds, engaging in broker-dealer transactions and other activities. Investors should be aware that there will be occasions when
Morgan Stanley may encounter potential conflicts of interest in connection with its investment management services.
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Other Accounts.
In addition to responsibilities with respect to the management and investment activities of the Fund, MSIM and its affiliates may have similar responsibilities with respect to various other existing and future pooled
investment vehicles and client accounts. Such other private investment funds, registered investment companies and any other existing or future pooled investment vehicles and separately managed accounts advised or managed by MSIM or any of its
affiliates are referred to in this Statement of Additional Information collectively as the "Other Accounts." The existence of such multiple vehicles and accounts necessarily creates a number of potential conflicts of interest.
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Investment
Activities of the Fund and Other Accounts.
In the course of providing investment advisory or other services to Other Accounts, MSIM and its affiliates might come into possession of material, nonpublic information
that affects MSIM’s ability to buy, sell or hold Fund investments. In addition, affiliates of MSIM might own, and effect transactions in, securities of companies which MSIM and/or its affiliates cover in investment research materials or to
whom affiliates of MSIM provide investment banking services or make a market in such securities, or in which MSIM, its affiliates and their respective shareholders, members, managers, partners, directors, officers and employees have positions of
influence or financial interests. As a result, such persons might possess information relating to such securities that is not known to the individuals of MSIM responsible for managing the Fund's investments, or might be subject to confidentiality or
other restrictions by law, contract or internal procedures.
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The terms under
which MSIM and its affiliates provide management and other services to Other Accounts may differ significantly from those applicable to the Fund. In particular, arrangements with certain Other Accounts might provide for MSIM and its affiliates to
receive fees that are higher than the Advisory Fees payable by shareholders of the Fund. MSIM does not receive performance-based compensation in respect of its investment management activities on behalf of the Fund, but may simultaneously manage
Other Accounts for which MSIM receives greater fees or other compensation (including performance-based fees or allocations) than it receives in respect of the Fund, which may create a conflict of interest.
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Potential
conflicts also may arise due to the fact that certain securities or instruments may be held in some Other Accounts but not in the Fund, or certain Other Accounts may have different levels of holdings in certain securities or instruments than those
of the Fund. In addition, MSIM or its affiliates may give advice or take action with respect to the investments of one or more Other Accounts that may not be given or taken with respect to the Fund or Other Accounts with similar investment programs,
objectives, and strategies. Accordingly, the Fund and Other Accounts with similar strategies may not hold the same securities or instruments or achieve the same performance. MSIM and its affiliates also may advise Other Accounts with conflicting
programs, objectives or strategies. Different clients, including funds advised by MSIM or an affiliate, may invest in different classes of securities of the same issuer, depending on the respective client's investment objectives and policies. As a
result, MSIM and its affiliates may at times seek to satisfy their fiduciary obligations to certain Other Accounts owning one class of securities of a particular issuer by pursuing or enforcing rights on behalf of such Other Accounts with respect to
such class of securities, and those activities may have an adverse effect on the Fund or certain Other Accounts, which may own a different class of securities of such issuer.
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Allocation
of Investment Opportunities between Fund and Other Accounts.
MSIM expects to conduct the Fund's investment program in a manner that is similar to the investment programs of certain of the Other Accounts,
particularly where the investment objectives and policies of Other Accounts overlap (in whole or in part) with those of the Fund. However, there are or are expected to be differences among the Fund and the Other Accounts with respect to investment
objectives, investment strategies, investment parameters and restrictions, portfolio management personnel, tax considerations, liquidity considerations, legal and/or regulatory considerations, asset levels, timing and size of investor capital
contributions and withdrawals, cash flow considerations, available cash, market conditions and other criteria deemed relevant by MSIM and its affiliates (the nature and extent of the differences will vary from fund to fund). Furthermore, MSIM may
manage or advise multiple Accounts (including Other Accounts in which Morgan Stanley and its personnel have an interest) that have investment objectives that are similar to the Fund and that may seek to make investments or sell investments in the
same securities or other instruments, sectors or strategies as the Fund. This creates potential conflicts, particularly in circumstances where the availability of such investment opportunities is limited.
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Notwithstanding these
differences, there may be circumstances where the Fund and all Other Accounts participate in parallel investment transactions at the same time and on the same terms. MSIM seeks to allocate portfolio transactions equitably whenever concurrent
decisions are made to purchase or sell securities for the Fund and any Other Account. To the extent that MSIM seeks to acquire the same security at the same time for more than one client account, it may not be possible to acquire a sufficiently
large quantity of the security, or the price at which the security is obtained for clients may vary. Similarly, clients may not be able to obtain the same price for, or as large an execution of, an order to sell a particular
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security when
MSIM is trading for more than one account at the same time. If MSIM manages accounts that engage in short sales of securities of the type in which the Fund invests, MSIM could be seen as harming the performance of the Fund for the benefit of the
accounts engaging in short sales if the short sales cause the market value of the securities to fall.
Transactions with Affiliates.
MSIM might purchase securities from underwriters or placement agents in which an affiliate is a member of a syndicate or selling
group, as a result of which an affiliate might
benefit from the purchase through receipt of a fee or otherwise. MSIM will
not purchase securities on behalf
of the
Fund from
an affiliate that is
acting as
a manager of a syndicate or selling group. Purchases
by MSIM on behalf of the Fund from an
affiliate acting as a placement agent must meet the requirements of applicable law.
Furthermore, Morgan Stanley may
face conflicts of interest when the Fund uses service providers affiliated with Morgan Stanley because Morgan Stanley receives greater overall fees when they are used.
Nuveen Asset Management:
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple
accounts are presented a number of potential conflicts, including, among others, those discussed below.
The management of multiple
accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio
managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.
If a portfolio manager identifies
a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with
these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.
With respect to many of its
clients’ accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset
Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a fund
and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the fund or the other accounts.
Some clients are subject to
different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other
accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with
respect to which a portfolio manager has day-to-day management responsibilities.
Nuveen Asset Management has
adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
Oppenheimer:
The investment activities of the Manager, the Sub-Adviser and their affiliates in regard to other accounts they manage may present conflicts of interest that could disadvantage the Fund and its shareholders. The
Manager, the Sub-Adviser or their affiliates may provide investment advisory services to other funds and accounts that have investment objectives or strategies that differ from, or are contrary to, those of the Fund. That may result in another fund
or account holding investment positions that are adverse to the Fund’s investment strategies or activities. Other funds or accounts advised by the Manager, the Sub-Adviser or their affiliates may have conflicting interests arising from
investment objectives that are similar to those of the Fund. Those funds and accounts may engage in, and compete for,
the same types of securities or other investments as the Fund or invest in securities of
the same issuers that have different, and possibly conflicting, characteristics. The trading and other investment activities
of those other funds or accounts may be carried out without regard to the
investment activities of the Fund and, as a result, the value of securities held by the Fund or the Fund’s investment strategies may be adversely affected. The Fund’s investment performance will usually differ from the performance of
other accounts advised by the Manager,
the Sub-Adviser or their affiliates and the Fund may experience losses during periods in which other accounts they advise achieve gains. The Manager and the Sub-Adviser
have adopted policies and procedures designed to address potential identified conflicts of interest. However,
such policies and procedures may also limit the Fund’s investment activities and affect its
performance. For example, the investment activities of such funds or accounts may result in the Manager’s, the Sub-Adviser’s, or their affiliates’ receipt of material non-public information concerning certain securities, which
could lead to restrictions in the trading of such securities or other investment activities of the Fund or other funds or accounts managed by the Manager, the Sub-Adviser or their affiliates.
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Pyramis:
A portfolio managers’ compensation plan (described below) may give rise to potential conflicts of interest. Although investors in a fund may invest through either tax-deferred accounts or taxable accounts, a
portfolio manager’s compensation is linked to the pre-tax performance of the fund, rather than its after-tax performance. A portfolio managers’ base pay tends to increase with additional and more complex responsibilities that include
increased assets under management, and a portion of the bonus relates to marketing efforts, which together indirectly link compensation to sales.
When a portfolio manager takes
over a fund or an account, the time period over which performance is measured may be adjusted to provide a transition period in which to assess the portfolio. The management of multiple funds and accounts (including proprietary accounts) may give
rise to potential conflicts of interest if the funds and accounts have different objectives, benchmarks, time horizons, and fees as a portfolio managers must allocate their time and investment ideas across multiple funds and accounts. In addition, a
fund’s trade allocation policies and procedures may give rise to conflicts of interest if the fund’s orders do not get fully executed due to being aggregated with those of other accounts managed by Pyramis or an affiliate. A portfolio
manager may execute transactions for another fund or account that may adversely impact the value of securities held by the Portfolios. Securities selected for funds or accounts other than the Portfolios may outperform the securities selected for the
Portfolios. Portfolio managers may be permitted to invest in the funds they manage, even if a fund is closed to new investors. Trading in personal accounts, which may give rise to potential conflicts of interest, is restricted by a fund’s Code
of Ethics.
SBH:
The Code of Ethics and the Compliance Manual detail the requirements that each employee must disclose all potential conflicts of interest to the Chief Compliance Officer. Where warranted issuers (securities) may be
placed on a watchlist to prevent any real or perceived conflict.
T. Rowe Price:
Portfolio managers at T. Rowe Price and its affiliates typically manage multiple accounts. These accounts may include, among others, mutual funds, separate accounts (assets managed on behalf of institutions such as
pension funds, colleges and universities, and foundations), offshore funds and common trust funds. Portfolio managers make investment decisions for each portfolio based on the investment objectives, policies, practices, and other relevant investment
considerations that the managers believe are applicable to that portfolio. Consequently, portfolio managers may purchase (or sell) securities for one portfolio and not another portfolio. T. Rowe Price and its affiliates have adopted brokerage and
trade allocation policies and procedures which they believe are reasonably designed to address any potential conflicts associated with managing multiple accounts for multiple clients. Also, the portfolio managers’ compensation is determined in
the same manner with respect to all portfolios managed by the portfolio manager.
The T. Rowe Price Funds may, from
time to time, own shares of Morningstar, Inc. Morningstar is a provider of investment research to individual and institutional investors, and publishes ratings on mutual funds, including the T. Rowe Price Funds. T. Rowe Price manages the Morningstar
retirement plan and T. Rowe Price and its affiliates pay Morningstar for a variety of products and services. In addition, Morningstar may provide investment consulting and investment management services to clients of T. Rowe Price or its
affiliates.
TCW:
TCW has policies and controls to avoid and/or mitigate conflicts of interest across its businesses. The policies and procedures in TCW’s Code of Ethics
(the
“Code”)
serve to address or mitigate both conflicts of interest and the appearance of any conflict of interest. The Code contains several restrictions and procedures
designed to eliminate conflicts of interest relating to personal investment transactions, including (i)
reporting account openings,
changes, or closings (including
accounts in which an Access Person has a "beneficial interest"), (ii)
pre-clearance of non-exempt personal investment transactions
(make a personal trade request for
Securities)
and
(iii) the completion of timely required reporting
(Initial Holdings Report, Quarterly Transactions
Report,
Annual Holdings Report and Annual Certificate of Compliance).
In addition, the Code addresses
potential conflicts of interest through its policies on insider trading, anti-corruption, an employee’s outside business activities, political activities and contributions, confidentiality and whistleblower provisions.
Conflicts of interest may also
arise in the management of accounts and investment vehicles. These conflicts may raise questions that would allow TCW to allocate investment opportunities in a way that favors certain accounts or investment vehicles over other accounts or investment
vehicles, or incentivize a TCW portfolio manager to receive greater compensation with regard to the management of certain account or investment vehicles. TCW may give advice or take action with certain accounts or investment vehicles that could
differ from the advice given or action taken on other accounts or investment vehicles. When an investment opportunity is suitable for more than one account or investment vehicle, such investments will be allocated in a manner that is fair and
equitable under the circumstances to all TCW clients. As such, TCW has adopted compliance policies and procedures in its Portfolio Management Policy that helps to identify a conflict of interest and then specifies how a conflict of interest is
managed. TCW’s Trading and Brokerage Policy also discusses the process of timing and method of allocations, and addresses how the firm handles affiliate transactions.
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The respective
Equity and Fixed Income Trading and Allocation Committees review trading activities on behalf of client accounts, including the allocation of investment opportunities and address any issues with regard to side-by-side management in order to ensure
that all of TCW’s clients are treated on a fair and equitable basis. Further, the Portfolio Analytics Committee reviews TCW’s investment strategies, evaluates various analytics to facilitate risk assessment, changes to performance
composites and benchmarks and monitors the implementation and maintenance of the Global Investment Performance Standards or GIPS® compliance.
TCW’s approach to handling
conflicts of interest is multi-layered starting with its policies and procedures, reporting and pre-clearance processes and oversight by various committees.
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Threadneedle:
Threadneedle portfolio managers may manage one or more mutual funds as well as other types of accounts, including proprietary accounts,
separate accounts for institutions, and
other pooled investment vehicles. Portfolio
managers make investment decisions for an account or portfolio based on its investment objectives and policies, and other relevant investment considerations. A
portfolio manager may manage a separate account or other pooled investment vehicle whose fees may be materially greater than the management fees paid by the Fund and may include a performance-based fee. Management of multiple funds and accounts may
create potential conflicts of interest relating to the allocation of investment opportunities, and the aggregation and allocation of trades. In addition, a portfolio manager’s responsibilities at Threadneedle include working as a securities
analyst. This dual role may give rise to conflicts with respect to making investment decisions for accounts that he/she manages versus communicating his/her analyses to other portfolio managers concerning securities that he/she follows as an
analyst.
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Threadneedle
has a fiduciary responsibility to all of the clients for which it manages accounts. Threadneedle seeks to provide best execution of all securities transactions and to aggregate securities transactions and then allocate securities to client accounts
in a fair and timely manner. Threadneedle has developed policies and procedures, including brokerage and trade allocation policies and procedures, designed to mitigate and manage the potential conflicts of interest that may arise from the management
of multiple types of accounts for multiple clients.
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Victory Capital:
Victory Capital states that its portfolio managers are often responsible for managing one or more mutual funds as well as other accounts, such as separate accounts, and other pooled investment vehicles, such as
collective trust funds or unregistered hedge funds. A portfolio manager may manage other accounts which have materially higher fee arrangements than the Fund and may, in the future, manage other accounts which have a performance-based fee. A
portfolio manager also may make personal investments in accounts they manage or support. The side-by-side management of the Fund along with other accounts may raise potential conflicts of interest by incenting a portfolio manager to direct a
disproportionate amount of: (1) their attention; (2) limited investment opportunities, such as less liquid securities or initial public offerings; and/or (3) desirable trade allocations, to such other accounts. In addition, certain trading
practices, such as cross-trading between the Fund and another account, raise conflict of interest issues. The Fund and Victory Capital have policies and procedures in place, including the Victory Capital’s internal review process, that are
intended to mitigate those conflicts.
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WellsCap:
WellsCap’s portfolio managers often provide investment management for separate accounts advised in the same or similar investment style as that provided to mutual funds. While management of multiple accounts could
potentially lead to conflicts of interest over various issues such as trade allocation, fee disparities and research acquisition, WellsCap has implemented policies and procedures for the express purpose of ensuring that clients are treated fairly
and that potential conflicts of interest are minimized.
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Structure of Compensation
American Century:
American Century portfolio manager compensation is structured to align the interests of portfolio managers with those of the shareholders whose assets they manage. As of December 31, 2016, it includes the components
described below, each of which is determined with reference to a number of factors such as overall performance, market competition, and internal equity.
BASE SALARY
Portfolio
managers receive base pay in the form of a fixed annual salary.
BONUS
A significant portion
of portfolio manager compensation takes the form of an annual incentive bonus tied to performance. Bonus payments are determined by a combination of factors. One factor is fund investment performance. For most American Century mutual funds,
investment performance is measured by a combination of one-, three- and five-year pre-tax performance relative to various benchmarks and/or internally-customized peer groups. The performance comparison periods may be adjusted based on a fund’s
inception date or a portfolio manager’s tenure on the fund. Custom peer groups
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are
constructed using all the funds in the indicated categories as a starting point. Funds are then eliminated from the peer group based on a standardized methodology designed to result in a final peer group that is both more stable over the long term (
i.e.
, has less peer turnover) and that more closely represents the fund’s true peers based on internal investment mandates.
Portfolio managers may have
responsibility for multiple American Century mutual funds. In such cases, the performance of each is assigned a percentage weight appropriate for the portfolio manager’s relative levels of responsibility.
Portfolio managers also may have
responsibility for portfolios that are managed in a fashion similar to that of other American Century mutual funds. This is the case for Variable Portfolio – American Century Diversified Bond Fund. If the performance of a similarly managed
account is considered for purposes of compensation, it is measured in the same way as a comparable American Century mutual fund (
i.e.
, relative to the performance of a benchmark and/or peer group). Performance
of Variable Portfolio – American Century Diversified Bond Fund is not separately considered in determining portfolio manager compensation.
A second factor in the bonus
calculation relates to the performance of a number of American Century funds managed according to one of the following investment disciplines: U.S. growth, U.S. value, disciplined equity, global and non-U.S., fixed-income and multi-asset strategies.
Performance is measured for each product individually as described above and then combined to create an overall composite for the product group. These composites may measure one-year performance (equal weighted) or a combination of one-, three- and
five-year performance (equal or asset weighted) depending on the portfolio manager’s responsibilities and products managed. This feature is designed to encourage effective teamwork among portfolio management teams in achieving long-term
investment success for similarly styled portfolios.
A portion of portfolio
managers’ bonuses may be tied to individual performance goals, such as research projects and the development of new products.
RESTRICTED STOCK PLANS
Portfolio managers are eligible for grants of restricted stock of ACC. These grants are discretionary, and eligibility and availability can vary from year to year. The size of an individual’s grant is determined by individual and product
performance as well as other product-specific considerations such as profitability. Grants can appreciate/depreciate in value based on the performance of the ACC stock during the restriction period (generally three to four years).
DEFERRED COMPENSATION PLANS
Portfolio managers are eligible for grants of deferred compensation. These grants are used in limited situations, primarily for retention purposes. Grants are fixed and can appreciate/depreciate in value based on the performance of the American
Century mutual funds in which the portfolio manager chooses to invest them.
BlackRock:
BlackRock’s financial arrangements with its portfolio managers, its competitive compensation and its career path emphasis at all levels reflect the value senior management places on key resources. Compensation may
include a variety of components and may vary from year to year based on a number of factors. The principal components of compensation include a base salary, a performance-based discretionary bonus, participation in various benefits programs and one
or more of the incentive compensation programs established by BlackRock.
Base compensation. Generally,
portfolio managers receive base compensation based on their position with the firm.
Discretionary Incentive
Compensation. Discretionary incentive compensation is a function of several components: the performance of BlackRock, Inc., the performance of the portfolio manager’s group within BlackRock, the investment performance, including risk-adjusted
returns, of the firm’s assets under management or supervision by that portfolio manager relative to predetermined benchmarks, and the individual’s performance and contribution to the overall performance of these portfolios and BlackRock.
In most cases, these benchmarks are the same as the benchmark or benchmarks against which the performance of the Funds or other accounts managed by the portfolio managers are measured. Among other things, BlackRock’s Chief Investment Officers
make a subjective determination with respect to each portfolio manager’s compensation based on the performance of the Funds and other accounts managed by each portfolio manager relative to the various benchmarks. Performance of fixed income
funds is measured on a pre-tax and/or after-tax basis over various time periods including 1-, 3- and 5- year periods, as applicable. With respect to these portfolio managers, such benchmarks for the Fund and other accounts are: A combination of
market-based indices (e.g., Barclays Capital US TIPS Index, Barclays World Government Inflation Linked Bond Index), certain customized indices and certain fund industry peer groups.
Distribution of Discretionary
Incentive Compensation. Discretionary incentive compensation is distributed to portfolio managers in a combination of cash and BlackRock, Inc. restricted stock units which vest ratably over a number of years. For some portfolio managers,
discretionary incentive compensation is also distributed in deferred cash awards that notionally track the returns of select BlackRock investment products they manage and that vest ratably over a number of years. The BlackRock, Inc. restricted stock
units, upon vesting, will be settled in BlackRock, Inc. common stock. Typically, the cash
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portion of the
discretionary incentive compensation, when combined with base salary, represents more than 60% of total compensation for the portfolio managers. Paying a portion of discretionary incentive compensation in BlackRock, Inc. stock puts compensation
earned by a portfolio manager for a given year “at risk” based on BlackRock’s ability to sustain and improve its performance over future periods. Providing a portion of discretionary incentive compensation in deferred cash awards
that notionally track the BlackRock investment products they manage provides direct alignment with investment product results.
Long-Term Incentive Plan Awards
— From time to time long-term incentive equity awards are granted to certain key employees to aid in retention, align their interests with long-term shareholder interests and motivate performance. Equity awards are
generally granted in the form of BlackRock, Inc. restricted stock units that, once vested, settle in BlackRock, Inc. common stock. Ms. Chaudhuri has unvested long-term incentive awards.
Deferred Compensation Program
— A portion of the compensation paid to eligible United States-based BlackRock employees may be voluntarily deferred at their election for defined periods of time into an account that tracks the performance of
certain of the firm’s investment products. Any portfolio manager who is either a managing director or director at BlackRock with compensation above a specified threshold is eligible to participate in the deferred compensation
program.
Other
compensation benefits. In addition to base salary and discretionary incentive compensation, portfolio managers may be eligible to receive or participate in one or more of the following:
Incentive Savings Plans
— BlackRock, Inc. has created a variety of incentive savings plans in which BlackRock employees are eligible to participate, including a 401(k) plan, the BlackRock Retirement Savings Plan (RSP), and the BlackRock
Employee Stock Purchase Plan (ESPP). The employer contribution components of the RSP include a company match equal to 50% of the first 8% of eligible pay contributed to the plan capped at $5,000 per year, and a company retirement contribution equal
to 3-5% of eligible compensation up to the Internal Revenue Service limit ($260,000 for 2014). The RSP offers a range of investment options, including registered investment companies and collective investment funds managed by the firm. BlackRock
contributions follow the investment direction set by participants for their own contributions or, absent participant investment direction, are invested into a target date fund that corresponds to, or is closest to, the year in which the participant
attains age 65. The ESPP allows for investment in BlackRock common stock at a 5% discount on the fair market value of the stock on the purchase date. Annual participation in the ESPP is limited to the purchase of 1,000 shares of common stock or a
dollar value of $25,000 based on its fair market value on the purchase date. All of the eligible portfolio managers are eligible to participate in these plans.
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BMO:
Compensation for BMO’s portfolio managers consists of base salary, which is monitored to ensure competitiveness in the external marketplace. In addition to base salary, portfolio managers have a portion of their
compensation tied to the investment performance of client accounts. The formula for each professional varies according to their level of portfolio responsibility and seniority. Investment professionals also may receive bonuses of restricted share
units or other units linked to the performance of the Bank of Montreal, the indirect owner of BMO Asset Management Corp.
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CenterSquare:
CenterSquare’s corporate compensation structure is comprised of three components: base pay, short-term incentive and deferred incentives. Individuals’ packages are designed with the appropriate component
combinations to match specific positions.
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Base pay:
salary is competitive for all businesses across BNY Mellon’s businesses and geographies; base pay levels link pay with performance and reflect the market value of the position, individual performance and company business results.
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Short-term income
plan: annual cash bonus plan that is based on a number of factors including individual performance, individual contribution to meeting business unit goals, career development goals and adherence to corporate values.
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Deferred
compensation plan: long-term compensation that is made available generally to Senior Executives of the firm; invests in a combination of Bank of New York Mellon stock and in a mutual fund vehicle within CenterSquare’s Global Real Estate
Securities strategy.
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CenterSquare’s total
compensation pool is determined based on CenterSquare profitability. Allocation of awards to employees are ultimately determined based on a combination of factors, including seniority, job responsibilities, and current year performance. The
compensation of the portfolio managers is not directly tied to individual account performance or assets under management.
Columbia Management
: Portfolio manager direct compensation is typically comprised of a base salary, and an annual incentive award that is paid either in the form of a cash bonus if the size of the award is under a specified threshold, or,
if the size of the award is over a specified threshold, the award is paid in a combination of a cash bonus, an equity incentive award, and deferred compensation. Equity incentive awards are made in the form of Ameriprise Financial restricted stock,
or for
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more senior employees both Ameriprise Financial
restricted stock and stock options. The investment return credited on deferred compensation is based on the performance of specified Columbia Funds, in most cases including the Columbia Funds the portfolio manager manages.
Base salary is typically
determined based on market data relevant to the employee’s position, as well as other factors including internal equity. Base salaries are reviewed annually, and increases are typically given as promotional increases, internal equity
adjustments, or market adjustments.
Annual incentive awards are
variable and are based on (1) an evaluation of the employee’s investment performance and (2) the results of a peer and/or management review of the employee, which takes into account skills and attributes such as team participation, investment
process, communication, and professionalism. Scorecards are used to measure performance of Columbia Funds and other accounts managed by the employee versus benchmarks and/or peer groups. Performance versus benchmark and peer group is generally
weighted for the rolling one, three, and five year periods. One year performance is weighted 10%, three year performance is weighted 60%, and five year performance is weighted 30%. Relative asset size is a key determinant for fund weighting on a
scorecard. Typically, weighting would be proportional to actual assets. Consideration may also be given to performance in managing client assets in sectors and industries assigned to the employee as part of his/her investment team responsibilities,
where applicable. For leaders who also have group management responsibilities, another factor in their evaluation is an assessment of the group’s overall investment performance.
Equity incentive awards are
designed to align participants’ interests with those of the shareholders of Ameriprise Financial. Equity incentive awards vest over multiple years, so they help retain employees.
Deferred compensation awards are
designed to align participants’ interests with the investors in the Columbia Funds and other accounts they manage. The value of the deferral account is based on the performance of Columbia Funds. Employees have the option of selecting from
various Columbia Funds for their deferral account, however portfolio managers must allocate a minimum of 25% of their incentive awarded through the deferral program to the Columbia Fund(s) they manage. Deferrals vest over multiple years, so they
help retain employees.
Exceptions to this general
approach to bonuses exist for certain teams and individuals. Funding for the bonus pool is determined by management and depends on, among other factors, the levels of compensation generally in the investment management industry taking into account
investment performance (based on market compensation data) and both Ameriprise Financial and Columbia Management profitability for the year, which is largely determined by assets under management.
For all employees the benefit
programs generally are the same, and are competitive within the financial services industry. Employees participate in a wide variety of plans, including options in Medical, Dental, Vision, Health Care and Dependent Spending Accounts, Life Insurance,
Long Term Disability Insurance, 401(k), and a cash balance pension plan.
Columbia Management – Tech
Team:
Portfolio manager compensation is typically comprised of (i)
a base salary and
(ii)
an
annual cash bonus.
The annual cash bonus, and in some instances the base salary, are paid from a team bonus pool that is based on fees and performance of the accounts managed by the portfolio management
team,
which might include mutual funds, wrap
accounts, institutional
portfolios and hedge
funds.
The percentage of management fees
on mutual funds and long-only institutional portfolios that fund the bonus pool is based on the short term (typically one-year) and long-term (typically three-year and five-year) performance of those accounts in relation to the relevant peer group
universe.
A fixed
percentage of management fees on hedge funds and separately managed accounts that follow a hedge fund mandate fund the bonus pool.
The percentage of performance
fees on hedge funds and separately managed accounts that follow a hedge fund mandate that fund the bonus pool is based on the absolute level of each hedge fund’s current year investment return.
For all employees the benefit
programs generally are the same, and are competitive within the financial services industry. Employees participate in a wide variety of plans, including options in Medical, Dental, Vision, Health Care and Dependent Spending Accounts, Life Insurance,
Long Term Disability Insurance, 401(k), and a cash balance pension plan.
Columbia WAM:
Portfolio manager direct compensation is typically comprised of a base salary and an annual incentive award that is paid in a combination of a cash bonus, deferred compensation tied to
the performance of
specified Columbia Funds,
and Ameriprise Financial equity incentive
awards.
Base salary
is typically determined based on market data relevant to the position, as well as other factors including tenure in the organization and broad contribution to the business. Base salaries are reviewed annually, and increases are typically given as
promotional increases, internal equitable adjustments or market adjustments.
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Annual
incentive awards are variable and are based on (i) an evaluation of the individual’s investment performance relating to the funds or accounts the individual manages and, if applicable, relating to the individual’s work as an investment
research analyst, and (ii) the results of a peer and/or management review of the individual, taking into account attributes such as team participation, investment process, communications, and professionalism. Investment performance of portfolios
versus benchmark and/or peer group is generally weighted for the rolling one-, three- and five-year periods, with an emphasis on three-year performance. Consideration is given to the amount of assets the individual manages, and where multiple
portfolios are managed, the relative weighting by assets is taken into account to assess overall performance. Where the individual also has responsibility as a research analyst, an assessment of their performance in that role is also taken into
account. For leaders who have group management responsibilities, an assessment of the group’s overall investment performance is another factor considered.
Individual awards are determined
by Columbia WAM’s senior management, subject to review by Columbia Management and Ameriprise Financial, from an aggregate annual incentive pool allocated by Columbia Management to Columbia WAM. Funding for the pool is determined annually by
Columbia Management and Ameriprise Financial taking into account historical pool amounts, investment performance, Columbia WAM assets under management, and Columbia Management and Ameriprise Financial profitability for the year.
Deferred compensation awards are
designed to align participants’ interests with those of investors in the Funds and other accounts they manage. The value of a deferred account is adjusted based on the performance of the funds selected by the participant from a list of
specified Columbia Funds. Portfolio managers must allocate at least 50% of their deferred incentive awards to Columbia Acorn Funds, with at least 25% allocated to the specific Columbia Acorn Funds they manage. Deferrals vest over multiple years, so
they help to retain employees.
Equity incentive awards are
designed to align participants’ interests with those of the shareholders of Ameriprise Financial. Equity incentive awards vest over multiple years, so they help to retain employees.
Portfolio managers and other
employees of Columbia WAM participate in a wide variety of benefit programs, including retirement savings and health insurance plans.
Denver Investments:
Denver Investments is a limited liability company with “members” or “partners” as the owners of the firm.
Denver Investments strives to put
the interests of clients first at all times and to create an environment that promotes stability. To that end, the firm offers a competitive compensation structure designed to align its interests with those of its clients.
Compensation for investment
professionals generally consists of base salary and profit sharing, as well as possible equity ownership in the firm. In addition, investment professionals are eligible for a performance-based bonus, which emphasizes long-term performance of client
portfolios. Importantly, this bonus is based on the performance of the portfolios as a whole, and not the performance of the individual analyst. The firm believes this creates a strong sense of ownership for each investment professional and enhances
the collaborative nature of the decision-making process. Ultimately, the firm believes this structure best aligns its interest with those of its clients.
Additionally, Denver Investments
believes that offering equity ownership in a 100% employee-owned firm provides the firm with a competitive advantage in attracting and retaining investment talent.
Compensation for portfolio
managers who are also partners at the firm consists of a base salary, profit sharing and potential incentive compensation. The profit sharing component includes a profit distribution based on a partner's ownership percentage, as well as a share of
the team's net contribution to firm profitability. A portfolio manager's share is determined based on the evaluation of his/her contributions to the team, which include factors such as performance success, collaboration, leadership, and
demonstrating the core values of the team and the firm. Additionally, professionals are eligible for potential incentive compensation tied to leadership and investment performance, based on 3- and 5-year returns relative to each product's respective
peer group and benchmark. Importantly, incentive compensation is based on the performance of the portfolios as a whole, and not the performance of any individual. The firm believes this creates a strong sense of ownership for each investment
professional and enhances the collaborative nature of the decision-making process. Ultimately, the firm believes this structure best aligns its interest with those of its clients.
DFA:
Portfolio managers receive a base salary and bonus. Compensation of a portfolio manager is determined at the discretion of DFA and is based on a portfolio manager’s experience, responsibilities, the perception of
the quality of his or her work efforts and other subjective factors. The compensation of portfolio managers is not directly based upon the
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performance of the mutual funds or other
accounts that the portfolio managers manage. DFA reviews the compensation of each portfolio manager annually and may make modifications in compensation as it deems necessary to reflect changes in the market. Each portfolio manager’s
compensation consists of the following:
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Base salary. Each
portfolio manager is paid a base salary. DFA considers the factors described above to determine each portfolio manager’s base salary.
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Semi-Annual
Bonus. Each portfolio manager may receive a semi-annual bonus. The amount of the bonus paid to each portfolio manager is based upon the factors described above.
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Portfolio managers may be
awarded the right to purchase restricted shares of the stock of DFA as determined from time to time by the Board of Directors of DFA or its delegees. Portfolio managers also participate in benefit and retirement plans and other programs available
generally to all employees.
In addition, portfolio managers
may be given the option of participating in DFA’s Long Term Incentive Plan. The level of participation for eligible employees may be dependent on overall level of compensation, among other considerations. Participation in this program is not
based on or related to the performance of any individual strategies or any particular client accounts.
Eaton Vance:
Eaton Vance: Compensation paid by Eaton Vance to its portfolio managers and other investment professionals has three primary components: (1) a base salary, (2) an annual cash bonus, and (3) annual non-cash compensation
consisting of options to purchase non-voting common stock of Eaton Vance Management’s corporate parent, Eaton Vance Corp., restricted shares of Eaton Vance Corp.’s non-voting common stock and a Deferred Alpha Incentive Plan, which pays a
deferred cash award tied to future excess returns in certain equity strategy portfolios. Eaton Vance management investment professionals also receive certain retirement, insurance, and other benefits that are broadly available to all Eaton Vance
employees.
Compensation of Eaton
Vance’s investment professionals is reviewed primarily on an annual basis. Cash bonuses, stock-based compensation awards, and adjustments in base salary are typically paid or put into effect at or shortly after the October 31st fiscal year end
of Eaton Vance Corp.
Eaton Vance
Management compensates its portfolio managers based primarily on the scale and complexity of their portfolio responsibilities and the total return performance of managed funds and accounts versus the benchmark(s) stated in the prospectus, as well as
an appropriate peer group (as described below). In addition to rankings within peer groups of funds on the basis of absolute performance, consideration may also be given to relative risk-adjusted performance. Risk-adjusted performance measures
include, but are not limited to, the Sharpe ratio (Sharpe ratio uses standard deviation and excess return to determine reward per unit of risk). Performance is normally based on periods ending on the September 30th preceding fiscal year end. Fund
performance is normally evaluated primarily versus peer groups of funds as determined by Lipper Inc. and/or Morningstar, Inc. When a fund’s peer group as determined by Lipper or Morningstar is deemed by Eaton Vance’s management not to
provide a fair comparison, performance may instead be evaluated primarily against a custom peer group or market index. In evaluating the performance of a fund and its manager, primary emphasis is normally placed on three-year performance, with
secondary consideration of performance over longer and shorter periods. For other funds, performance is evaluated on a pre-tax basis. For funds with an investment objective other than total return (such as current income) consideration will also be
given to the fund’s success in achieving its objective. For managers responsible for multiple funds and accounts, investment performance is evaluated on an aggregate basis, based on averages or weighted averages among managed funds and
accounts. Funds and accounts that have performance-based advisory fees are not accorded disproportionate weightings in measuring aggregate portfolio manager performance. The compensation of portfolio managers with other job responsibilities (such as
heading an investment group or providing analytical support to other portfolios) will include consideration of the scope of such responsibilities and the managers’ performance in meeting those responsibilities.
Eaton Vance Management seeks to
compensate portfolio managers commensurate with their responsibilities and performance, and competitive with other firms within the investment management industry. Eaton Vance Management participates in investment-industry compensation surveys and
utilizes survey data as a factor in determining salary, bonus, and stock-based compensation levels for portfolio managers and other investment professionals. Salaries, bonuses, and stock-based compensation are also influenced by the operating
performance of Eaton Vance Management and its parent company. Eaton Vance Management’s overall annual cash bonus pool is generally based on a substantially fixed percentage of pre-bonus adjusted operating income. While the salaries of Eaton
Vance Management portfolio managers are comparatively fixed, cash bonuses and stock-based compensation may fluctuate significantly from year to year, based on changes in manager performance and other factors described herein. For a high performing
portfolio manager, cash bonuses and stock-based compensation may represent a substantial portion of total compensation.
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Jacobs Levy:
Each Portfolio Manager receives a fixed salary and a percentage of the profits of Jacobs Levy, which is based upon the Portfolio Manager’s ownership interest in the firm. Jacobs Levy’s profits are derived
from the fees it receives from managing client accounts. For most client accounts, the firm receives a fee based upon a percentage of assets under management (the “basic fee”). For some accounts, the firm receives a fee that is adjusted
based upon the performance of the account compared to a benchmark. The type of performance adjusted fee, the measurement period for the fee and the benchmark vary by client. Common benchmarks include the S&P 500, Russell 1000, Russell 2000, and
Russell 3000. In some cases, the basic fee is adjusted based upon the trailing returns (e.g., annualized trailing 12 quarter returns) of the account relative to an annualized benchmark return plus a specified number of basis points. In other cases,
the firm receives the basic fee and a percentage of the profits in excess of a benchmark plus a specified number of basis points.
Jennison:
Jennison seeks to maintain a highly competitive compensation program designed to attract and retain outstanding investment professionals, which include portfolio managers and research analysts, and to align the
interests of its investment professionals with those of its clients and overall firm results. Jennison recognizes individuals for their achievements and contributions and continues to promote those who exemplify the same goals and level of
commitment that are benchmarks of the organization. Investment professionals are compensated with a combination of base salary and cash bonus. Overall firm profitability determines the size of the investment professional compensation pool. In
general, the cash bonus represents most of an investment professional’s compensation.
Jennison sponsors a profit
sharing retirement plan for all eligible employees. The contribution to the profit sharing retirement plan for portfolio managers is based on a percentage of the portfolio manager’s total compensation, subject to a maximum determined by
applicable law. In addition to eligibility to participate in retirement and welfare plans, senior investment professionals, including portfolio managers and senior research analysts, are eligible to participate in a voluntary deferred compensation
program where all or a portion of the cash bonus can be deferred. Participants in the deferred compensation plan are permitted to allocate the deferred amounts among various options that track the gross-of-fee pre-tax performance of accounts or
composites of accounts managed by Jennison.
Investment professionals’
total compensation is determined through a subjective process that evaluates numerous qualitative and quantitative factors. Not all factors are applicable to every investment professional, and there is no particular weighting or formula for
considering the factors.
The factors reviewed for the
portfolio managers are listed below.
The quantitative factors reviewed
for the portfolio manager[s] may include:
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One-, three-,
five-year and longer term pre-tax investment performance groupings of accounts managed by the portfolio manager in the same strategy (composite) relative to market conditions, pre-determined passive indices and industry peer group data for the
product strategy (e.g., large cap growth, large cap value) for which the portfolio manager is responsible. Some portfolio managers may manage or contribute ideas to more than one product strategy, and the performance of the other product strategies
is also considered in determining the portfolio manager’s overall compensation.
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The
investment professional’s contribution to client portfolio’s pre-tax one-, three-, five-year and longer-term performance from the investment professional’s recommended stocks relative to market conditions, the strategy’s
passive benchmarks, and the investment professional’s respective coverage universes.
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The qualitative factors reviewed
for the portfolio managers may include:
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The quality of the
portfolio manager’s investment ideas and consistency of the portfolio manager’s judgment;
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Historical and
long-term business potential of the product strategies;
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Qualitative
factors such as teamwork and responsiveness; and
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Individual
factors such as years of experience and responsibilities specific to the individual’s role such as being a team leader or supervisor are also factored into the determination of an investment professional’s total compensation.
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JPMIM:
JP Morgan’s portfolio managers participate in a competitive compensation program that is designed to attract, retain and motivate talented people and closely link the performance of investment professionals to
client investment objectives. JP Morgan manages compensation on a total compensation basis, the components being base salary fixed from year to year and a variable discretionary incentive award. Base salaries are reviewed annually and awarded based
on individual performance and business results taking into account level and scope of position, experience and market competitiveness. The variable discretionary performance based incentive award consists of cash incentives and deferred compensation
which includes mandatory notional investments (as described below) in selected mutual funds advised by JP Morgan or its affiliates (“Mandatory Investment Plan”). These elements reflect individual performance and the performance of JP
Morgan’s business as a whole. Each portfolio manager’s performance is formally evaluated annually based on a variety
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of factors
including the aggregate size and blended performance of the portfolios such portfolio manager manages, individual contribution relative to client risk and return objectives, and adherence with JP Morgan’s compliance, risk and regulatory
procedures. In evaluating each portfolio manager’s performance with respect to the mutual funds he or she manages, the pre-tax performance of the funds (or the portion of the funds managed by the portfolio manager) is compared to the
appropriate market peer group and to the competitive indices JP Morgan has identified for the investment strategy over one, three and five year periods (or such shorter time as the portfolio manager has managed the funds). Investment performance is
generally more heavily weighted to the long-term.
Deferred compensation granted as
part of an employee’s annual incentive compensation comprises from 0% to 60% of a portfolio manager’s total performance based incentive. As the level of incentive compensation increases, the percentage of compensation awarded in deferred
incentives also increases. JP Morgan’s portfolio managers are required to notionally invest a certain percentage of their deferred compensation (typically 20% to 50% depending on the level of compensation) into the selected funds they manage.
The remaining portion of the non-cash incentive is elective and may be notionally invested in any of the other mutual funds available in the Mandatory Investment Plan or can be placed in restricted stock. When these awards vest over time, the
portfolio manager receives cash equal to the market value of the notional investment in the selected mutual funds.
Kennedy
: Kennedy’s compensation structure is designed to directly tie investment professionals
to the performance of client portfolios and thus to align Kennedy’s
employees’
interests with those of clients. Kennedy believes that its measures are highly objective and significantly driven by the performance contribution attributable to each investment
professional.
Portfolio manager compensation
begins with a base salary and is typically augmented by both quarterly and annual bonuses. Quarterly investment performance bonuses are generally based upon the returns generated for client accounts relative to one or more identified benchmarks on a
trailing one-year basis, and also relative to industry peers on a rolling three-year basis. Other forms of variable compensation, including annual bonuses, are typically based on the achievement of certain goals (such as assets under management and
investment performance) as well as subjective scoring.
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Loomis Sayles:
Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Portfolio manager compensation is made up primarily
of three main components: base salary, variable compensation and a long-term incentive program. Although portfolio manager compensation is not directly tied to assets under management, a portfolio manager’s base salary and/or variable
compensation potential may reflect the amount of assets for which the manager is responsible relative to other portfolio managers. Loomis Sayles also offers a profit sharing plan. Base salary is a fixed amount based on a combination of factors,
including industry experience, firm experience, job performance and market considerations. Variable compensation is an incentive-based component and generally represents a significant multiple of base salary. Variable compensation is based on four
factors: investment performance, profit growth of the firm, profit growth of the manager’s business unit and team commitment. Investment performance is the primary component of total variable compensation and generally represents at least 60%
of the total for fixed-income managers and 70% for equity managers. The other three factors are used to determine the remainder of variable compensation, subject to the discretion of the Chief Investment Officer (“CIO”) and senior
management. The CIO and senior management evaluate these other factors annually.
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Equity
Managers
.
While mutual fund performance and asset size do not directly contribute to the compensation calculation, investment performance for equity managers is
measured by comparing the performance of Loomis Sayles’ institutional composites to the performance of the applicable Morningstar peer group and/or the Lipper universe. Generally speaking the performance of the respective product’s fund
is compared against the applicable Morningstar peer group and/or the Lipper universe. If the majority of the assets in the product are contained in the mutual fund that comparison will drive compensation. To the extent the majority of assets managed
in the fund strategy are for institutional separate accounts, the Evestment Alliance institutional peer group will also be used as an additional comparison. In situations where substantially all of the assets for the strategy are institutional, the
institutional peer group will be used as the primary method of comparison. A manager’s performance relative to the peer group for the 1, 3 and 5 year periods (or since the start of the manager’s tenure, if shorter) is used to calculate
the amount of variable compensation payable due to performance. The 1 year may be eliminated for some products (large cap growth, all cap growth and global growth). Longer-term performance (3 and 5 or 10 years for large cap growth, all cap growth
and global growth) years or since the start of the manager’s tenure, if shorter) combined is weighted more than shorter-term performance (1 year or 3 years for large cap growth, all cap growth and global growth). In addition, the performance
measurement for equity compensation incorporates a consistency metric using longer term (3, 5, etc.) rolling return compared to the peer group over a sustained measurement period (5, 7, etc. years). The exact method may be adjusted to a
product’s particular style. If a manager is responsible for more than one product, the rankings of each product are weighted based on relative revenue of accounts represented in each product. An external benchmark is used as a secondary
comparison. The external benchmark used for the VP – Loomis Sayles Growth Fund is the Russell 1000 Growth Index.
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In cases where the
institutional peer groups are used, Loomis Sayles believes they represent the most competitive product universe while closely matching the investment styles offered by the Loomis Sayles fund.
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In addition to the compensation
described above, portfolio managers may receive additional compensation based on the overall growth of their strategies.
General. Most
mutual funds are not included in the Loomis Sayles’ strategy composites, so unlike managed accounts, fund performance and asset size in those cases would not directly contribute to this calculation. However, each fund managed by Loomis Sayles
employs strategies endorsed by Loomis Sayles and fits into the product category for the relevant investment style. Loomis Sayles may adjust compensation if there is significant dispersion among the returns of the composite and accounts not included
in the composite.
Loomis Sayles has developed and
implemented two distinct long-term incentive plans to attract and retain investment talent. The plans supplement existing compensation. The first plan has several important components distinguishing it from traditional equity ownership plans:
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the plan grants
units that entitle participants to an annual payment based on a percentage of company earnings above an established threshold;
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upon retirement, a
participant will receive a multi-year payout for his or her vested units; and
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participation
is contingent upon signing an award agreement, which includes a non-compete covenant.
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The second plan is similarly
constructed although the participants’ annual participation in company earnings is deferred for two years from the time of award and is only payable if the portfolio manager remains at Loomis Sayles. In this plan, there are no post-retirement
payments or non-compete covenants.
Senior management expects that
the variable compensation portion of overall compensation will continue to remain the largest source of income for those investment professionals included in the plan. The plan is initially offered to portfolio managers and over time the scope of
eligibility is likely to widen. Management has full discretion on what units are issued and to whom.
Portfolio managers also
participate in the Loomis Sayles profit sharing plan, in which Loomis Sayles makes a contribution to the retirement plan of each employee based on a percentage of base salary (up to a maximum amount). The portfolio managers also participate in the
Loomis Sayles defined benefit pension plan, which applies to all Loomis Sayles employees who joined the firm prior to May 3, 2003. The defined benefit is based on years of service and base compensation (up to a maximum amount).
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Los Angeles Capital:
Los Angeles Capital’s portfolio managers participate in a competitive compensation program that is aimed at attracting and retaining talented employees with an emphasis on disciplined risk management, ethics and
compliance-centered behavior. No component of Los Angeles Capital’s compensation policy or payment scheme is tied directly to the performance of one or more client portfolios or funds.
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Each of Los
Angeles Capital’s portfolio managers receives a base salary fixed from year to year. In addition, the portfolio managers participate in Los Angeles Capital’s profit sharing plan. The aggregate amount of the contribution to Los Angeles
Capital’s profit sharing plan is based on overall firm profitability with amounts paid to individual employees based on their relative overall compensation. Each of the portfolio managers also are shareholders of Los Angeles Capital and
receive compensation based upon the firm’s overall profits. Certain portfolio managers are also eligible to receive a discretionary bonus from Los Angeles Capital.
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MFS:
Portfolio manager compensation is reviewed annually. As of December 31, 2016, portfolio manager total cash compensation is a combination of base salary and performance bonus:
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Base Salary
— Base salary represents a smaller percentage of portfolio manager total cash compensation than performance bonus.
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Performance Bonus
— Generally, the performance bonus represents more than a majority of portfolio manager total cash compensation.
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The
performance bonus is based on a combination of quantitative and qualitative factors, generally with more weight given to the former and less weight given to the latter.
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The quantitative
portion is based on the pre-tax performance of assets managed by the portfolio manager over one-, three-, and five-year periods relative to peer group universes and/or indices (“benchmarks”). As of December 31, 2016, the Russell 1000
®
Value Index was used to measure the performance of Nevin Chitkara and Steve Gorham for the Variable Portfolio – MFS
®
Value Fund. As of December 31, 2016 the Standard & Poor's 500 Index was used to measure the performance of Matt Krummell, Jim Fallon, Jonathan
Sage and Jed Stocks for the Variable Portfolio – MFS
®
Blended Research
®
Core Equity Fund.
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Additional or
different benchmarks, including versions of indices, custom indices, and linked indices that combine performance of different indices for different portions of the time period, may also be used. Consideration is given to portfolio performance over
one, three, and five years with emphasis placed on the longer periods. For portfolio managers who have served more than five years, additional longer-term performance periods are also considered. For portfolio managers who have served for less than
five years, performance periods are adjusted as appropriate.
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The qualitative
portion is based on the results of an annual internal peer review process (conducted by other portfolio managers, analysts, and traders) and management’s assessment of overall portfolio manager contributions to investor relations and the
investment process (distinct from fund and other account performance). This performance bonus may be in the form of cash and/or a deferred cash award, at the discretion of management. A deferred cash award is issued for a cash value and becomes
payable over a three-year vesting period if the portfolio manager remains in the continuous employ of MFS or its affiliates. During the vesting period, the value of the unfunded deferred cash award will fluctuate as though the portfolio manager had
invested the cash value of the award in an MFS Fund(s) selected by the portfolio manager. A selected fund may be, but is not required to be, a fund that is managed by the portfolio manager.
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Portfolio
managers also typically benefit from the opportunity to participate in the MFS Equity Plan. Equity interests are awarded by management, on a discretionary basis, taking into account tenure at MFS, contribution to the investment process, and other
factors.
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Finally, portfolio managers also
participate in benefit plans (including a defined contribution plan and health and other insurance plans) and programs available generally to other employees of MFS. The percentage such benefits represent of any portfolio manager’s
compensation depends upon the length of the individual’s tenure at MFS and salary level, as well as other factors.
MSIM:
Morgan Stanley’s compensation structure is based on a total reward system of base salary and incentive compensation, which is paid either in the form of cash bonus, or for employees meeting the specified deferred
compensation eligibility threshold, partially as a cash bonus and partially as mandatory deferred compensation. Deferred compensation granted to Investment Management employees are generally granted as a mix of deferred cash awards under the
Investment Management Alignment Plan (IMAP
and equity-based awards in the form of stock units. The portion of incentive compensation granted in the form of a deferred compensation award and the terms of such
awards are determined annually by the Compensation, Management Development and Succession Committee of the Morgan Stanley Board of Directors.
Base salary compensation
. Generally, portfolio managers receive base salary compensation based on the level of their position with the Adviser.
Incentive compensation
.
In addition to base compensation, portfolio managers may receive discretionary year-end compensation.
Incentive compensation may
include:
•
|
Cash Bonus.
|
•
|
Deferred
Compensation:
|
A mandatory program that defers a
portion of incentive compensation into restricted stock units or other awards based on Morgan Stanley common stock or other plans that are subject to vesting and other conditions.
IMAP is a
cash-based deferred compensation plan designed to increase the alignment of participants’ interests with the interests of the Advisor’s clients. For eligible employees, a portion of their deferred compensation is mandatorily deferred
into IMAP on an annual basis. Awards granted under IMAP are notionally invested in referenced funds available pursuant to the plan, which are funds advised by Investment Management. Portfolio managers are required to notionally invest a minimum of
25% of their account balance in the designated funds that they manage and are included in the IMAP notional investment fund menu.
Deferred compensation awards are
typically subject to vesting over a multi-year period and are subject to cancellation through the payment date for competition, cause (i.e., any act or omission that constitutes a breach of obligation to the Company, including failure to comply with
internal compliance, ethics or risk management standards, and failure or refusal to perform duties satisfactorily, including supervisory and management duties), disclosure of proprietary information, and
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solicitation
of employees or clients. Awards are also subject to clawback through the payment date if an employee’s act or omission (including with respect to direct supervisory responsibilities) causes a restatement of the Firm’s consolidated
financial results, constitutes a violation of the Firm’s global risk management principles, policies and standards, or causes a loss of revenue associated with a position on which the employee was paid and the employee operated outside of
internal control policies.
Investment Management
compensates employees based on principles of pay-for-performance, market competitiveness and risk management. Eligibility for, and the amount of any, discretionary compensation is subject to a multi-dimensional process. Specifically, consideration
is given to one or more of the following factors, which can vary by portfolio management team and circumstances:
Revenue and profitability of the
business and/or each fund/accounts managed by the portfolio manager
Revenue and profitability of the
Firm
Return on equity and
risk factors of both the business units and Morgan Stanley
Assets managed by the portfolio
manager
External market
conditions
New business
development and business sustainability
Contribution to client
objectives
The pre-tax investment
performance of the funds/accounts managed by the portfolio manager (which may, in certain cases, be measured against the applicable benchmark(s) and/or peer group(s) over one, three and five-year periods.
Individual contribution and
performance
Further, the Firm’s Global
Incentive Compensation Discretion Policy requires compensation managers to consider only legitimate, business related factors when exercising discretion in determining variable incentive compensation, including adherence to Morgan Stanley’s
core values, conduct, disciplinary actions in the current performance year, risk management and risk outcomes.
Nuveen Asset Management:
Portfolio
manager compensation consists primarily of base pay, an annual
cash bonus and long-term incentive payments.
Base pay
.
Base pay is determined based upon an
analysis of the portfolio manager’s general performance, experience, and market levels of
base
pay
for such position.
Annual cash bonus
. Generally, portfolio managers are eligible for an annual cash bonus based on investment performance,
qualitative evaluation and financial performance of Nuveen Asset
Management.
A
portion of each portfolio manager’s annual cash bonus is based on a fund’s pre-tax investment performance, generally measured over the past one- and three- or five-year periods unless the portfolio manager’s tenure is shorter.
Investment performance for a fund generally is determined by evaluating the fund’s performance relative to its benchmark(s) and/or Lipper industry peer group.
A portion of the cash bonus is
based on a qualitative evaluation made by each portfolio manager’s supervisor taking into consideration a number of factors, including the portfolio manager’s team collaboration, expense management, support of personnel responsible for
asset growth, and his or her compliance with Nuveen Asset Management’s policies and procedures.
The final factor influencing a
portfolio manager’s cash bonus is the financial performance of Nuveen Asset Management based on its operating earnings.
Long-term incentive compensation
. Certain key
employees of Nuveen Asset
Management, including certain portfolio managers, have received profits interests in Nuveen Asset
Management which entitle their holders to participate in the firm’s growth over time.
Oppenheimer:
The portfolio managers are employed and compensated by the Sub-Adviser or an affiliate, not by the Fund. Under OppenheimerFunds’s compensation program for portfolio managers and portfolio analysts, compensation is
based primarily on the relative investment performance results of the funds or
accounts they manage, rather than on the financial success of the Sub-Adviser. This is intended to align the interests of the
portfolio managers and analysts with the success of the funds and accounts of their shareholders. The compensation structure is designed to attract and retain highly qualified investment management professionals and to reward individual and team
contributions toward creating shareholder value. A portfolio manager’s compensation is not directly based on the total value of assets they manage; however,
higher total
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compensation
potential is likely to align with greater assets under management. The compensation structure is intended to be internally and externally equitable and serve to reduce potential conflicts of interest arising from a portfolio manager’s
responsibilities managing different funds or accounts.
Portfolio manager compensation
generally consists of three components: a base salary, an annual bonus, and eligibility to participate in long-term awards. In general, the average proportion of total compensation among these three components is as follows: base salary is 15%,
annual bonus is 65%, and long-term awards are 20%.
The base pay component for each
portfolio manager is reviewed regularly to ensure that it reflects the performance of the individual, is commensurate with the requirements of the particular portfolio, reflects any specific competence or specialty of the individual manager, and is
competitive with other comparable positions.
The annual bonus is calculated
based on two factors: a formulaic performance portion and a discretionary portion. In general, the formulaic performance portion is a much larger part of the annual bonus than the discretionary portion. The formulaic performance portion of the
annual bonus is measured against the one, three and five year performance, or performance since inception, as applicable, of the fund(s) relative to an appropriate Morningstar peer group category selected by senior management. Performance is
measured on a pre-tax basis. The compensation structure is weighted towards long-term performance of the funds, with one year performance weighted at 20%, three year performance rated at 30%, and five year performance weighted at 50%. This formula
has the effect of rewarding consistently above median performance, which best aligns the interests of the portfolio manager and the shareholder. Below median performance in all three periods results in an extremely low, and in some cases no,
formulaic performance based bonus.
The discretionary portion of the
annual bonus is determined by senior management of the Sub-Adviser and is based on a number of factors, including, management quality (such as style consistency, risk management, sector coverage, team leadership and coaching), contributions to
marketing efforts and organizational development.
Finally, the long-term award
component consists of grants in the form of appreciation rights in regard to the common stock of the Sub-Adviser’s holding company parent, restricted shares of such common stock, as well as deferred cash investments in the fund(s) managed by a
portfolio manager. Portfolio managers must elect to receive between 20% and 50% of their annual long-term award component in the form of a deferred cash award indexed to the portfolio(s) and fund(s) managed. These awards settle in cash at the end of
a three-year vesting period. Through this long-term award component, the interests of the portfolio managers are further aligned with those of fund shareholders.
The compensation structure of
other funds and/or accounts managed by a portfolio manager, if any, is generally the same as the compensation structure described above. A portfolio manager’s compensation with regard to other portfolios may be based on the performance of
those portfolios compared to a peer group category that may be different from that described below.
The peer group category for the
portfolio managers with respect to the above named funds is Morningstar – Foreign Large Growth.
Pyramis:
Cesar Hernandez is the portfolio manager of the Pyramis
®
International Equity Fund and receives compensation for his
services. As of December 31, 2016, portfolio manager compensation generally consists of a fixed base salary determined periodically (typically annually), a bonus, in certain cases, participation in several types of equity-based compensation plans,
and, if applicable, relocation plan benefits. A portion of the portfolio manager’s compensation may be deferred based on criteria established by Pyramis or at the election of the portfolio manager.
The portfolio manager’s
base salary is determined by level of responsibility and tenure at Pyramis, FMR (Pyramis’ ultimate parent company) or its affiliates. The primary components of the portfolio manager’s bonus are based on (i) the pre-tax investment
performance of the portfolio manager’s fund(s) and account(s) measured against a benchmark index and within a defined peer group assigned to each fund or account, if applicable and (ii) the investment performance of other Pyramis equity
accounts. The pre-tax investment performance of the portfolio manager’s fund(s) and account(s) is weighted according to his tenure on those fund(s) and account(s) and the average asset size of those fund(s) and account(s) over his tenure. Each
component is calculated separately over the portfolio manager’s tenure on those fund(s) and account(s) over a measurement period that initially is contemporaneous with his tenure, but that eventually encompasses rolling periods of up to five
years for the comparison to a benchmark index and peer group, if applicable. A smaller, subjective component of the portfolio manager’s bonus is based on the portfolio manager’s overall contribution to and leadership within the Pyramis
investment platform. The portion of the portfolio manager’s bonus that is linked to the investment performance of the strategy is based on the pre-tax investment performance of the strategy measured against the MSCI EAFE Index (net tax). The
portfolio manager also is compensated under equity-based compensation plans linked to increases or decreases in the net asset value of the stock of FMR LLC, the parent company of Pyramis and its affiliates. If requested to relocate their primary
residence, portfolio managers also may be eligible to receive benefits, such as home sale assistance and payment of certain moving expenses, under relocation plans for most full-time employees of Pyramis and its affiliates.
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SBH:
Members of the Small Cap team are paid a salary that is competitive with industry standards and an incentive bonus based on a combination of individual and strategy performance. Marketers and client service personnel
receive base salary and commission.
T. Rowe Price
: Portfolio manager compensation consists primarily of a base salary,
a cash bonus, and an equity incentive that usually comes in the form of restricted stock grant.
Compensation is variable and is determined based on the following factors.
Investment performance over 1-,
3-, 5-, and 10-year periods is the most important input. The weightings for these time periods are generally balanced and are applied consistently across similar strategies. T. Rowe Price (and T. Rowe Price Hong Kong, T. Rowe Price Singapore, and T.
Rowe Price International, as appropriate), evaluate performance in absolute, relative, and risk-adjusted terms. Relative performance and risk-adjusted performance are typically determined with reference to the broad-based index (e.g., S&P 500
Index) and the Lipper index (e.g., Large-Cap Growth) set forth in the total returns table in the fund’s prospectus, although other benchmarks may be used as well. Investment results are also measured against comparably managed funds of
competitive investment management firms. The selection of comparable funds is approved by the applicable investment steering committee and is the same as the selection presented to the directors of the T. Rowe Price Funds in their regular review of
fund performance. Performance is primarily measured on a pretax basis though tax efficiency is considered.
Compensation is viewed with a
long-term time horizon. The more consistent a manager’s performance over time, the higher the compensation opportunity. The increase or decrease in a fund’s assets due to the purchase or sale of fund shares is not considered a material
factor. In reviewing relative performance for fixed-income funds, a fund’s expense ratio is usually taken into account. Contribution to T. Rowe Price’s overall investment process is an important consideration as well. Leveraging ideas
and investment insights across the global investment platform, working effectively with and mentoring others, and other contributions to our clients, the firm or our culture are important components of T. Rowe Price’s long-term success and are
highly valued.
All
employees of T. Rowe Price, including portfolio managers, participate in a 401(k) plan sponsored by T. Rowe Price Group. In addition, all employees are eligible to purchase T. Rowe Price common stock through an employee stock purchase plan that
features a limited corporate matching contribution. Eligibility for and participation in these plans is on the same basis for all employees. Finally, all vice presidents of T. Rowe Price Group, including all portfolio managers, receive supplemental
medical/hospital reimbursement benefits.
This compensation structure is
used when evaluating the performance of all portfolios managed by the portfolio manager.
TCW:
The overall objective of TCW’s compensation program for portfolio managers is to attract experienced and expert investment professionals and to retain them over the long-term. Compensation is comprised of several
components which, in the aggregate, are designed to achieve these objectives and to reward the portfolio managers for their contributions to the successful performance of the accounts they manage. Portfolio managers are compensated through a
combination of base salary, profit sharing based compensation (“profit sharing”), bonus and equity incentive participation in the TCW’s parent company (“equity incentives”). Profit sharing and equity incentives
generally represent most of the portfolio managers’ compensation. In some cases, portfolio managers are eligible for discretionary bonuses.
Salary.
Salary is agreed to with managers at time of employment and is reviewed from time to time. It does not change significantly and generally does not constitute a significant part of the portfolio manager’s
compensation.
Profit
Sharing.
Profit sharing for investment professionals is based on net income relating to accounts in the investment strategy area for which the investment professionals are responsible. In most cases, revenues are
allocated to a pool and profit sharing compensation is allocated among members of the investment team after the deduction of certain expenses (including base salaries) related to the strategy group. The allocations are based on the investment
professionals’ contributions to TCW and its clients, including qualitative and quantitative contributions.
The profit sharing percentage
used to compensate investment professionals for investment services related to the Funds is generally the same as that used to compensate investment professionals for other client accounts in the same strategy managed by MetWest or one of the other
TCW-affiliated advisers (together, “the TCW Group”). In some cases, the profit sharing pool includes revenues related to more than one product, in which case each participant in the pool is entitled to profit sharing derived from his or
her contributions to all the included products.
Investment professionals are not
directly compensated for generating performance fees. In some cases, the profit sharing percentage or pool may be increased by the relative pre-tax performance of the investment strategy composite returns, net of fees and expenses, to that of the
benchmark. The measurement of performance relative to the benchmark can be based on single year or multiple year metrics, or a combination thereof. The benchmark used is the one associated with the Fund managed by the portfolio manager as disclosed
in the prospectus. Benchmarks vary from strategy to strategy but, within a given strategy, the same benchmark applies to all accounts, including the Funds.
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Discretionary
Bonus/Guaranteed Minimums.
Discretionary bonuses
may be paid out of an investment team’s profit sharing pool, as determined by the supervisor(s) in the department.
Investment professionals do not receive profit sharing or the company has determined the combination of salary and profit sharing does not adequately compensate an investment professional, discretionary bonuses may be paid by the TCW Group. Also,
pursuant to contractual arrangements, some investment professionals received minimum bonuses.
Equity Incentives.
Management believes that equity ownership aligns the interest of investment professionals with the interests of the firm and its clients. Accordingly, TCW’s key investment professionals participate in equity
incentives through ownership or participation in restricted unit plans that vest over time or unit appreciation plans of TCW’s parent company. The plans include the Fixed Income Retention Plan, Restricted Unit Plan and 2013 Equity Unit
Incentive Plan.
Under the Fixed Income Retention
Plan, certain investment professionals in the fixed income area were awarded cash and/or partnership units in TCW’s parent company, either on a contractually-determined basis or on a discretionary basis. Awards under this plan were made in or
after 2010 vested over a period of time.
Under the Restricted Unit Plan,
certain investment professionals in the fixed income and equity areas were awarded partnership units in TCW’s parent company. Awards under this plan vest over time. Vesting is in part dependent on satisfaction of performance criteria.
Under the 2013 Equity Unit
Incentive Plan, certain investment professionals in the fixed income and equity areas are awarded options to acquire partnership units in TCW’s parent company with a strike price equal to the fair market value of the option at the date of
grant. The options granted under the plan are subject to vesting and other conditions.
Other Plans and Compensation
Vehicles.
Investment professionals may also elect to participate in the TCW Group’s 401(k) plan, to which they may contribute a portion of their pre—and post-tax compensation to the plan for investment on
a tax-deferred basis.
|
Threadneedle:
Direct compensation is typically comprised of a base salary, and an annual incentive award that is paid either in the form of a cash bonus if the size of the award is under a specified threshold, or, if the size of the
award is over a specified threshold, the award is paid in a combination of a cash bonus, an equity incentive award, and deferred compensation. Equity incentive awards are made in the form of Ameriprise Financial restricted stock, or for more senior
employees both Ameriprise Financial restricted stock and stock options. The investment return credited on deferred compensation is based on the performance of specified Threadneedle funds, in most cases including the funds the portfolio manager
manages.
|
|
Base salary is
typically determined based on market data relevant to the employee’s position, as well as other factors including internal equity. Base salaries are reviewed annually, and increases are typically given as promotional increases, internal equity
adjustments, or market adjustments.
|
|
Annual
incentive awards and pool funding are variable and are designed to reward:
|
Investment
performance, both at the individual and team levels
■
|
Client
requirements, in particular the alignment with clients through a mandatory deferral into the company’s own products
|
■
|
Team
cooperation and Values
|
Scorecards are used to measure
performance of Threadneedle funds and other accounts managed by the employee. Prior to 2016, the primary measurement of performance was return versus the relevant benchmark on a 1- and 3-year basis, with a bias towards 3-year performance in order to
incentivize delivery of longer-term performance. In order to provide an integrated global compensation framework to investment employees across all locations, in 2016 performance will be measured versus peer performance wherever appropriate, in
addition to return versus benchmark. In addition, longer-term performance will be incorporated, using 1-year, 3-year, and 4-year performance in 2016, and 1-year, 3-year, 5-year performance from 2017 onwards, both weighted 10% on the 1-year, 60% on
the 3-year, and 30% on the 4 or 5-year. Consideration may also be given to performance in managing client assets in sectors and industries assigned to the employee as part of his/her investment team responsibilities, where applicable.
Equity incentive awards are
designed to align participants’ interests with those of the shareholders of Ameriprise Financial. Equity incentive awards vest over multiple years, so they help retain employees.
Deferred compensation awards are
designed to align participants’ interests with the investors in the funds and other accounts they manage. The value of the deferral account is based on the performance of those funds. Employees have the option of selecting from various
internal funds for their deferral account. Deferrals vest over multiple years, so they help to retain employees and to align their longer-term interests with those of the investor.
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Exceptions to
this general approach to bonuses exist for certain teams and individuals. Funding for the bonus pool is determined by management and overseen by the EMEA Remuneration Committee, and depends on, among other factors, the levels of compensation
generally in the investment management industry taking into account investment performance (based on market compensation data) and both Ameriprise Financial and the asset management business profitability for the year, which is largely determined by
assets under management.
For all employees the benefit
programs generally are the same, and are competitive within the Financial Services Industry. Employees participate in a wide variety of plans, including options in Medical, Health Care, Life Insurance, Long Term Disability Insurance, and retirement
savings plans.
Victory Capital:
Victory Capital states that it has designed the structure of its portfolio managers’ compensation to (1) align portfolio managers’ interests with those of Victory Capital’s clients with an emphasis on
long-term, risk-adjusted investment performance, (2) help Victory Capital attract and retain high-quality investment professionals, and (3) contribute to Victory Capital’s overall financial success.
Each of the
Victory Capital portfolio managers receives a base salary plus an annual incentive bonus for managing the Fund, separate accounts, other investment companies, other pooled investment vehicles and other accounts (including any accounts for which
Victory Capital receives a performance fee) (together, “Accounts”). Victory Capital states that a portfolio manager’s base salary is dependent on the manager’s level of experience and expertise. Victory Capital states that it
monitors each manager’s base salary relative to salaries paid for similar positions with peer firms by reviewing data provided by various consultants that specialize in competitive salary information. Such data, however, is not considered to
be a definitive benchmark. Each of the portfolio management teams employed by Victory Capital may earn incentive compensation based on a percentage of Victory Capital’s revenue attributable to fees paid by Accounts managed by the team. The
chief investment officer of each team, in coordination with Victory Capital, determines the allocation of the incentive compensation earned by the team among the team’s portfolio managers by establishing a “target” incentive for
each portfolio manager based on the manager’s level of experience and expertise in the manager’s investment style. Individual performance is based on objectives established annually using performance metrics such as portfolio structure
and positioning, research, stock selection, asset growth, client retention, presentation skills, marketing to prospective clients and contribution to Victory Capital’s philosophy and values, such as leadership, risk management and teamwork.
The annual incentive bonus also factors in individual investment performance of each portfolio manager’s portfolio or their Fund relative to a selected peer group(s). The overall performance results for a manager are based on the composite
performance of all Accounts managed by that manager on a combination of one, three and five year rolling performance periods as compared to the performance information of a peer group of similarly-managed competitors.
Victory Capital states that its
portfolio managers may participate in the equity ownership plan of Victory Capital’s parent company. There is an ongoing annual equity pool granted to certain employees based on their contribution to the firm. Eligibility for participation in
these incentive programs depends on the manager’s performance and seniority.
WellsCap:
The compensation structure for WellsCap’s portfolio managers includes a competitive fixed base salary plus variable incentives, payable annually and over a longer term period. WellsCap participates in third party
investment management compensation surveys in order to provide WellsCap with market-based compensation information to help support individual pay decisions. Incentive bonuses are typically tied to relative, pre-tax investment performance of all
accounts under his or her management within acceptable risk parameters. Relative investment performance is generally evaluated for 1, 3, and 5 year performance results, with a predominant weighting on the 3- and 5- year time periods, versus the
relevant benchmarks and/or peer groups consistent with the investment style. This evaluation takes into account relative performance of the accounts to each account’s individual benchmark and/or the relative composite performance of all
accounts to one or more relevant benchmarks consistent with the overall investment style.
In addition, employees who meet
eligibility requirements may participate in Wells Fargo’s 401(k) plan that features a limited matching contribution. Eligibility for and participation in this plan is on the same basis for all employees.
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The Administrator
Columbia Management Investment Advisers, LLC (which
is also the Investment Manager) serves as administrator of the Funds.
Administrative Services Agreement
Prior to the Management Agreement
Effective Date listed in the
Investment Management and Other Services – The Investment Manager and Subadvisers – Management Agreement Fee Rates
section, each Fund, unless otherwise
noted, was party to the Investment Management Services Agreement and the Administrative Services Agreement with the Investment Manager for advisory and administrative services, respectively. Each Fund party to these agreements paid the Investment
Manager an annual fee for advisory services, as set forth in the Investment Management Services Agreement, and a separate fee for administrative services under the Administrative Services Agreement. See
Investment Management and Other Services – The Investment Manager and Subadvisers – Investment Management Services Agreement
for information with respect to the Investment Management
Services Agreement. As of the Management Agreement Effective Date, these services have been combined under the Management Agreement as described in the
Investment Management and Other Services
– The Investment Manager and Subadvisers
section.
Services Provided Under the Administrative Services
Agreement
Pursuant to the terms of the Administrative
Services Agreement, the Investment Manager has agreed to provide all of the services necessary for, or appropriate to, the business and effective operation of each Fund that are not (a) provided by employees or other agents engaged by the Fund or
(b) required to be provided by any person pursuant to any other agreement or arrangement with the Fund.
Administrative Services Fee
Prior to the Management Agreement
Effective Date, the administrative services fee was calculated as a percentage of the average daily net assets of each Fund and was paid monthly at the annual rates as set forth in the Administrative Services Agreement. VP – Core Equity Fund
does not pay a fee for these services.
Administrative Services Fees Paid.
The table below shows the total administrative services fees paid by each Fund under the Administrative Services Agreement for the last three fiscal periods. Amounts shown for the fiscal year ended
2016 are for the period from January 1, 2016 to April 30, 2016.
Administrative Services Fees
|
Administrative
Services Fees
|
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
$196,215
|
$643,405
|
$694,114
|
VP
– American Century Diversified Bond Fund
|
830,095
|
2,342,071
|
1,920,543
|
VP
– Balanced Fund
|
178,901
|
560,883
|
547,347
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
31,894
|
446,469
|
1,186,088
|
VP
– CenterSquare Real Estate Fund
|
54,542
|
175,015
|
226,337
|
VP
– Columbia Wanger International Equities Fund
|
66,048
|
385,895
|
569,322
|
VP
– Commodity Strategy Fund
|
12,003
|
43,941
|
88,523
|
VP
– Conservative Portfolio
|
100,909
|
313,541
|
379,533
|
VP
– DFA International Value Fund
|
462,793
|
1,353,034
|
1,072,359
|
VP
– Disciplined Core Fund
|
662,058
|
1,879,533
|
1,320,373
|
VP
– Dividend Opportunity Fund
|
298,754
|
1,276,493
|
1,741,500
|
VP
– Eaton Vance Floating-Rate Income Fund
|
27,341
|
216,473
|
490,892
|
VP
– Emerging Markets Bond Fund
|
24,417
|
95,598
|
170,636
|
VP
– Emerging Markets Fund
|
268,772
|
887,494
|
813,677
|
VP
– Global Bond Fund
|
48,458
|
292,645
|
602,562
|
VP
– Government Money Market Fund
|
83,847
|
295,038
|
326,515
|
VP
– High Yield Bond Fund
|
103,906
|
362,523
|
403,866
|
VP
– Income Opportunities Fund
|
133,840
|
558,279
|
785,422
|
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of Additional Information – May 1, 2017
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134
|
|
Administrative
Services Fees
|
|
2016
|
2015
|
2014
|
VP
– Intermediate Bond Fund
|
$986,459
|
$2,652,268
|
$1,845,460
|
VP
– Jennison Mid Cap Growth Fund
|
43,542
|
267,529
|
481,805
|
VP
– Large Cap Growth Fund
|
245,849
|
792,452
|
722,136
|
VP
– Large Cap Index Fund
|
100,247
|
318,575
|
279,617
|
VP
– Limited Duration Credit Fund
|
200,617
|
951,236
|
1,722,200
|
VP
– Loomis Sayles Growth Fund
|
366,850
|
984,859
|
662,776
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
239,496
|
849,602
|
780,040
|
VP
– MFS Blended Research Core Equity Fund
|
302,607
|
1,016,625
|
933,134
|
VP
– MFS Value Fund
|
334,452
|
1,167,201
|
1,211,111
|
VP
– Mid Cap Growth Fund
|
57,512
|
204,632
|
267,962
|
VP
– Mid Cap Value Fund
|
24,374
|
159,639
|
353,329
|
VP
– Moderate Portfolio
|
1,344,963
|
4,319,734
|
4,560,860
|
VP
– Moderately Aggressive Portfolio
|
670,640
|
2,194,977
|
2,435,034
|
VP
– Moderately Conservative Portfolio
|
267,796
|
875,168
|
1,003,697
|
VP
– Morgan Stanley Advantage Fund
|
207,409
|
748,623
|
783,271
|
VP
– MV Moderate Growth Fund
|
1,078,151
|
3,158,775
|
2,442,171
|
VP
– Oppenheimer International Growth Fund
|
542,705
|
1,657,390
|
1,472,945
|
VP
– Partners Core Bond Fund
|
681,516
|
2,008,481
|
1,890,941
|
VP
– Partners Small Cap Growth Fund
|
151,439
|
469,410
|
458,785
|
VP
– Partners Small Cap Value Fund
|
277,140
|
1,061,321
|
1,325,487
|
VP
– Pyramis International Equity Fund
|
526,683
|
1,539,359
|
1,109,473
|
VP
– Select International Equity Fund
|
104,443
|
286,893
|
310,939
|
VP
– Select Large-Cap Value Fund
|
149,851
|
552,017
|
545,025
|
VP
– Select Smaller-Cap Value Fund
|
37,842
|
140,615
|
146,574
|
VP
– Seligman Global Technology Fund
|
28,465
|
94,632
|
90,028
|
VP
– T. Rowe Price Large Cap Value Fund
|
335,207
|
1,091,273
|
1,085,469
|
VP
– TCW Core Plus Bond Fund
|
643,995
|
1,726,353
|
1,071,701
|
VP
– U.S. Equities Fund
|
321,803
|
699,219
|
377,669
|
VP
– U.S. Government Mortgage Fund
|
301,143
|
1,061,731
|
1,215,702
|
VP
– Victory Sycamore Established Value Fund
|
43,525
|
303,530
|
543,533
|
VP
– Wells Fargo Short Duration Government Fund
|
260,536
|
1,088,581
|
1,483,434
|
The Distributor
Columbia Management Investment Distributors, Inc.
(the Distributor), 225 Franklin Street, Boston, MA 02110, an indirect wholly-owned subsidiary of Ameriprise Financial and an affiliate of the Investment Manager, serves as the principal underwriter and distributor for the continuous offering of
shares of the Funds pursuant to a Distribution Agreement. The Distribution Agreement obligates the Distributor to use reasonable efforts to find purchasers for the shares of the Funds.
Distribution Obligations
Pursuant to the Distribution Agreement, the Distributor, as agent,
sells shares of the Funds on a continuous basis and transmits purchase and redemption orders that it receives to the Trust or the Transfer Agent, or their designated agents. Additionally, the Distributor has agreed to use reasonable efforts to
solicit orders for the sale of shares and to undertake advertising and promotion as it believes appropriate in connection with such solicitation. Pursuant to the Distribution Agreement, the Distributor, at its own expense, finances those activities
as it deems reasonable and which are primarily intended to result in the sale of shares of the Funds, including, but not limited to, advertising, compensation of underwriters, dealers and sales personnel, the printing and mailing of prospectuses to
other than existing shareholders, and the printing and mailing of sales literature. The
Statement
of Additional Information – May 1, 2017
|
135
|
Distributor, however, may be compensated or reimbursed for all or a
portion of such expenses to the extent permitted by a Distribution Plan adopted by the Trust pursuant to Rule 12b-1 under the 1940 Act. See
Investment Management and Other Services –
Distribution and/or Servicing Plans
for more information about the share classes for which the Trust has adopted a Distribution Plan.
See
Investment Management and Other Services – Other Roles and Relationships of Ameriprise Financial and its Affiliates – Certain Conflicts of Interest
for more information about conflicts
of interest, including those that relate to the Investment Manager and its affiliates.
The Distribution Agreement became effective with
respect to each Fund after approval by its Board, and, after an initial two-year period, continues from year to year, provided that such continuation of the Distribution Agreement is specifically approved at least annually by the Board, including
its Independent Trustees. The Distribution Agreement terminates automatically in the event of its assignment, and is terminable with respect to each Fund at any time without penalty by the Trust (by vote of the Board or by vote of a majority of the
outstanding voting securities of the Fund) or by the Distributor on 60 days’ written notice.
Distribution and/or Servicing Plans
The Trustees have adopted distribution and/or
shareholder servicing plans for certain share classes. See the cover of this SAI for the share classes offered by the Funds.
The table below shows the annual distribution and/or
services fees (payable monthly and calculated based on an annual percentage of average daily net assets) and the combined amount of such fees applicable to each share class. VP – Core Equity Fund does not pay a fee for these services. The
Trust is not aware as to what amount, if any, of the distribution and service fees paid to the Distributor were, on a Fund-by-Fund basis, used for advertising, printing and mailing of prospectuses to other than current shareholders, compensation to
broker-dealers, compensation to sales personnel, or interest, carrying or other financing charges.
Share
Class
|
Distribution
Fee
|
Service
Fee
|
Combined
Total
|
Class
1
|
None
|
None
|
None
|
Class
2
|
Up
to 0.25%
|
0.00%
|
Up
to 0.25%
|
Class
3
|
Up
to 0.125%
|
0.00%
|
Up
to 0.125%
|
Class
4
|
Up
to 0.25%
|
0.00%
|
Up
to 0.25%
|
The distribution and/or
shareholder service fees for Class 2, Class 3 and Class 4 shares, as applicable, are to reimburse the Distributor for certain expenses it incurs in connection with distributing the Fund’s shares or directly or indirectly providing services to
Fund shareholders. These payments or expenses include providing distribution and/or shareholder service fees to financial intermediaries that sell shares of the Fund or provide services to Fund shareholders. The Distributor may retain these fees
otherwise payable to financial intermediaries if the amounts due are below an amount determined by the Distributor in its discretion. The maximum fee for services under the plan for series of CFVST II is the lesser of the amount of expenses eligible
for reimbursement (including any unreimbursed expenses) and the rate set forth in the table above. If the flat rate exceeds the expenses eligible for reimbursement, then the maximum 12b-1 fee amount accrued for such share class is applied on a going
forward basis to reflect the actual amount of expenses eligible for reimbursement for the prior quarter. Similarly, if the flat rate is less than expenses eligible for reimbursement, then the flat rate will be the maximum 12b-1 fee amount on a going
forward basis. This determination and calculation is re-applied each subsequent quarter.
Effective July 1, 2017, the Funds will pay a
no-12b-1 service fee to Participating Insurance Companies or other financial intermediaries that provide sub-recordkeeping and other services to Contract owners, Qualified Plan participants and the Separate Accounts.
Fees Paid
The table below shows the
distribution and/or servicing fees paid by each Fund, other than VP – Core Equity Fund, during the Fund's last fiscal year (or period).
12b-1 Fees
Fund
|
Class
1
|
Class
2
|
Class
3
|
Class
4
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
N/A
|
$3,418,210
|
N/A
|
$3,716,165
|
VP
– American Century Diversified Bond Fund
|
$0
|
23,002
|
N/A
|
N/A
|
VP
– Balanced Fund
|
0
|
7
|
$1,247,237
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
136
|
Fund
|
Class
1
|
Class
2
|
Class
3
|
Class
4
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
$0
|
$22,574
|
$161,252
|
N/A
|
VP
– CenterSquare Real Estate Fund
|
0
|
58,589
|
N/A
|
N/A
|
VP
– Columbia Wanger International Equities Fund
|
0
|
59,202
|
N/A
|
N/A
|
VP
– Commodity Strategy Fund
|
0
|
15,950
|
N/A
|
N/A
|
VP
– Conservative Portfolio
|
N/A
|
1,497,737
|
N/A
|
$2,305,289
|
VP
– Core Equity Fund
|
N/A
|
N/A
|
N/A
|
N/A
|
VP
– DFA International Value Fund
|
0
|
23,340
|
N/A
|
N/A
|
VP
– Disciplined Core Fund
|
0
|
42,436
|
1,516,153
|
N/A
|
VP
– Dividend Opportunity Fund
|
0
|
129,126
|
1,211,331
|
N/A
|
VP
– Eaton Vance Floating-Rate Income Fund
|
0
|
77,999
|
N/A
|
N/A
|
VP
– Emerging Markets Bond Fund
|
0
|
65,824
|
N/A
|
N/A
|
VP
– Emerging Markets Fund
|
0
|
48,394
|
244,880
|
N/A
|
VP
– Global Bond Fund
|
0
|
23,145
|
210,409
|
N/A
|
VP
– Government Money Market Fund
|
0
|
91,124
|
341,574
|
N/A
|
VP
– High Yield Bond Fund
|
0
|
107,835
|
513,401
|
N/A
|
VP
– Income Opportunities Fund
|
0
|
142,590
|
255,914
|
N/A
|
VP
– Intermediate Bond Fund
|
0
|
78,366
|
920,719
|
N/A
|
VP
– Jennison Mid Cap Growth Fund
|
0
|
31,765
|
N/A
|
N/A
|
VP
– Large Cap Growth Fund
|
0
|
210,613
|
279,875
|
N/A
|
VP
– Large Cap Index Fund
|
0
|
28,277
|
390,869
|
N/A
|
VP
– Limited Duration Credit Fund
|
0
|
75,638
|
N/A
|
N/A
|
VP
– Loomis Sayles Growth Fund
|
0
|
61,561
|
N/A
|
N/A
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
0
|
16,141
|
N/A
|
N/A
|
VP
– MFS Blended Research Core Equity Fund
|
0
|
20,751
|
55,488
|
N/A
|
VP
– MFS Value Fund
|
0
|
63,565
|
N/A
|
N/A
|
VP
– Mid Cap Growth Fund
|
0
|
31,600
|
320,085
|
N/A
|
VP
– Mid Cap Value Fund
|
0
|
46,143
|
113,975
|
N/A
|
VP
– Moderate Portfolio
|
N/A
|
19,158,208
|
N/A
|
29,940,452
|
VP
– Moderately Aggressive Portfolio
|
N/A
|
11,286,845
|
N/A
|
12,842,521
|
VP
– Moderately Conservative Portfolio
|
N/A
|
3,938,100
|
N/A
|
5,861,315
|
VP
– Morgan Stanley Advantage Fund
|
0
|
17,958
|
N/A
|
N/A
|
VP
– MV Moderate Growth Fund
|
N/A
|
30,175,116
|
N/A
|
N/A
|
VP
– Oppenheimer International Growth Fund
|
0
|
52,954
|
N/A
|
N/A
|
VP
– Partners Core Bond Fund
|
0
|
22,100
|
N/A
|
N/A
|
VP
– Partners Small Cap Growth Fund
|
0
|
11,353
|
N/A
|
N/A
|
VP
– Partners Small Cap Value Fund
|
0
|
11,242
|
157,821
|
N/A
|
VP
– Pyramis International Equity Fund
|
0
|
17,662
|
N/A
|
N/A
|
VP
– Select International Equity Fund
|
0
|
136,548
|
366,666
|
N/A
|
VP
– Select Large-Cap Value Fund
|
0
|
31,700
|
54,090
|
N/A
|
VP
– Select Smaller-Cap Value Fund
|
0
|
55,822
|
85,821
|
N/A
|
VP
– Seligman Global Technology Fund
|
0
|
111,995
|
N/A
|
N/A
|
VP
– T. Rowe Price Large Cap Value Fund
|
0
|
22,344
|
N/A
|
N/A
|
VP
– TCW Core Plus Bond Fund
|
0
|
13,354
|
N/A
|
N/A
|
VP
– U.S. Equities Fund
|
0
|
32,751
|
N/A
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
137
|
Fund
|
Class
1
|
Class
2
|
Class
3
|
Class
4
|
VP
– U.S. Government Mortgage Fund
|
$0
|
$62,434
|
$187,690
|
N/A
|
VP
– Victory Sycamore Established Value Fund
|
0
|
45,391
|
42,760
|
N/A
|
VP
– Wells Fargo Short Duration Government Fund
|
0
|
51,169
|
N/A
|
N/A
|
Other Services
Provided
The Transfer Agent
Columbia Management Investment Services Corp. is the transfer agent
for the Funds. The Transfer Agent is located at 225 Franklin Street, Boston, MA 02110. Under the Transfer Agency Agreement, the Transfer Agent provides transfer agency, dividend disbursing agency and shareholder servicing agency services to the
Funds. Under the agreement, the transfer agent will earn a fee equal to 0.06% of the average daily net assets of the funds, payable monthly, with the exception of VP - Core Equity Fund, which does not pay a direct fee for transfer agency
services.
VP – MV Moderate Growth Fund
and the VP - Portfolio Navigator Funds do not pay a direct fee for transfer agency services on the portion of assets invested in underlying funds that pay a fee for transfer agency services to the Transfer Agent, however the transfer agent will earn
a fee equal to 0.06% of the average daily net assets invested in securities (other than underlying mutual funds that pay a transfer agency fee to the Transfer Agent), including other funds that don’t pay a fee for transfer agency services to
the Transfer Agent, ETFs, derivatives and individual securities.
The Transfer Agent also may retain as additional
compensation for its services revenues for fees for wire, telephone and redemption orders, account transcripts due the Transfer Agent from Fund shareholders and interest (net of bank charges) earned with respect to balances in accounts the Transfer
Agent maintains in connection with its services to the Funds. The fees paid to the Transfer Agent may be changed by the Board without shareholder approval.
The Transfer Agent retains BFDS/DST, 2000 Crown
Colony Drive, Quincy, MA 02169 as the Funds’ sub-transfer agent. BFDS/DST assists the Transfer Agent in carrying out its duties.
Effective July 1, 2017, the Funds
will no longer pay a transfer agency fee but will pay a service fee to Participating Insurance Companies and other intermediaries.
The Custodian
The Funds' securities and cash are held pursuant to a custodian
agreement with JPMorgan, 1 Chase Manhattan Plaza, 19th Floor, New York, NY 10005. JPMorgan is responsible for safeguarding the Funds' cash and securities, receiving and delivering securities and collecting the Funds' interest and dividends. The
custodian is permitted to deposit some or all of its securities in central depository systems as allowed by federal law. For its services, each Fund pays its custodian a maintenance charge and a charge per transaction in addition to reimbursing the
custodian’s out-of-pocket expenses.
As
part of this arrangement, securities purchased outside the United States are maintained in the custody of various foreign branches of JPMorgan or in other financial institutions as permitted by law and by the Funds' custodian agreement.
Independent Registered Public Accounting Firm
PwC, which is located at
45 South Seventh Street, Suite 3400, Minneapolis, MN 55402, is the Funds' independent registered public accounting firm. The financial statements for the fiscal years ended December 31, 2012 or later contained in each Fund’s Annual Report were
audited by PwC. The financial statements for the fiscal periods ended on or before December 31, 2011 were audited by the Funds’ former independent registered public accounting firm.The Board has selected PwC as the independent registered
public accounting firm to audit the Funds' books and review their tax returns for their respective fiscal years.
The
Report of
Independent Registered Public Accounting Firm
and the audited financial statements are included in the annual report to shareholders of each Fund, and are incorporated herein by reference. No other parts of the annual or semi-annual reports
to shareholders are incorporated by reference herein. The audited financial statements incorporated by reference into the Funds' prospectuses and this SAI have been so incorporated in reliance upon the report of the independent registered public
accounting firm, given on its authority as an expert in auditing and accounting.
Counsel
Kramer Levin Naftalis & Frankel LLP serves as counsel to the
Independent Trustees of the Trust. Its address is 1177 Avenue of the Americas, New York, NY 10036. Goodwin Procter LLP serves as legal counsel to the Trust. Its address is 901 New York Avenue N.W., Washington, DC, 20001.
Statement
of Additional Information – May 1, 2017
|
138
|
Board Services Corporation
Prior to April 2017, the Funds
engaged Board Services as an agent for purposes of administering the payment of compensation to each Independent Trustee, to provide office space for use by the Funds and their Board, and other requested services to the Board or the Independent
Trustees.
Expense Limitations
The Investment Manager and certain of its affiliates
have agreed to waive fees and/or reimburse certain expenses, subject to certain exclusions described in a Fund’s prospectus, so that certain Funds’ net operating expenses, after giving effect to fees waived/expenses reimbursed and any
balance credits and/or overdraft charges from the Fund’s custodian, do not exceed specified rates for specified time periods, also as described in a Fund’s prospectus.
The table below shows the total
Fund level expenses reimbursed by the Investment Manager and its affiliates for the last three fiscal periods.
Expenses Reimbursed
|
Amounts
Reimbursed
|
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
$0
|
$0
|
$0
|
VP
– American Century Diversified Bond Fund
|
0
|
0
|
243,850
|
VP
– Balanced Fund
|
0
|
188,114
|
0
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
42,878
|
43,434
|
0
|
VP
– CenterSquare Real Estate Fund
|
39,948
|
126,961
|
426,334
|
VP
– Columbia Wanger International Equities Fund
|
192,512
|
132,665
|
632,890
|
VP
– Commodity Strategy Fund
|
0
|
0
|
0
|
VP
– Conservative Portfolio
|
0
|
0
|
0
|
VP
– Core Equity Fund
|
96,995
|
91,216
|
100,840
|
VP
– DFA International Value Fund
|
0
|
0
|
1,457,046
|
VP
– Disciplined Core Fund
|
0
|
0
|
0
|
VP
– Dividend Opportunity Fund
|
0
|
0
|
0
|
VP
– Eaton Vance Floating-Rate Income Fund
|
138,890
|
182,285
|
488,984
|
VP
– Emerging Markets Bond Fund
|
0
|
0
|
0
|
VP
– Emerging Markets Fund
|
170,959
|
356,960
|
232,825
|
VP
– Global Bond Fund
|
176,653
|
117,619
|
144,805
|
VP
– Government Money Market Fund
|
158,398
|
216,301
|
2,613,513
|
VP
– High Yield Bond Fund
|
3,805
|
149,164
|
155,339
|
VP
– Income Opportunities Fund
|
32,940
|
63,321
|
20,016
|
VP
– Intermediate Bond Fund
|
0
|
0
|
0
|
VP
– Jennison Mid Cap Growth Fund
|
73,443
|
33,572
|
148,330
|
VP
– Large Cap Growth Fund
|
419,957
|
111,626
|
153,232
|
VP
– Large Cap Index Fund
|
152
|
5,809
|
0
|
VP
– Limited Duration Credit Fund
|
30,446
|
84,937
|
0
|
VP
– Loomis Sayles Growth Fund
|
0
|
0
|
0
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
0
|
0
|
0
|
VP
– MFS Blended Research Core Equity Fund
|
416,495
|
979,256
|
929,702
|
VP
– MFS Value Fund
|
0
|
0
|
0
|
VP
– Mid Cap Growth Fund
|
603,519
|
485,144
|
178,413
|
VP
– Mid Cap Value Fund
|
69,311
|
66,532
|
40,319
|
Statement
of Additional Information – May 1, 2017
|
139
|
|
Amounts
Reimbursed
|
|
2016
|
2015
|
2014
|
VP
– Moderate Portfolio
|
$0
|
$0
|
$0
|
VP
– Moderately Aggressive Portfolio
|
0
|
0
|
0
|
VP
– Moderately Conservative Portfolio
|
0
|
0
|
0
|
VP
– Morgan Stanley Advantage Fund
|
0
|
0
|
0
|
VP
– MV Moderate Growth Fund
|
0
|
0
|
0
|
VP
– Oppenheimer International Growth Fund
|
0
|
0
|
0
|
VP
– Partners Core Bond Fund
|
147,474
|
186,260
|
255,403
|
VP
– Partners Small Cap Growth Fund
|
240,533
|
346,681
|
338,982
|
VP
– Partners Small Cap Value Fund
|
806,684
|
1,923,520
|
2,960,803
|
VP
– Pyramis International Equity Fund
|
85,520
|
0
|
0
|
VP
– Select International Equity Fund
|
291,335
|
308,190
|
18,173
|
VP
– Select Large-Cap Value Fund
|
434,546
|
463,462
|
547,687
|
VP
– Select Smaller-Cap Value Fund
|
139,230
|
140,637
|
96,470
|
VP
– Seligman Global Technology Fund
|
189,274
|
265,059
|
232,512
|
VP
– T. Rowe Price Large Cap Value Fund
|
0
|
0
|
0
|
VP
– TCW Core Plus Bond Fund
|
0
|
0
|
0
|
VP
– U.S. Equities Fund
|
0
|
0
|
330,083
|
VP
– U.S. Government Mortgage Fund
|
0
|
0
|
0
|
VP
– Victory Sycamore Established Value Fund
|
88,937
|
75,079
|
13,600
|
VP
– Wells Fargo Short Duration Government Fund
|
42,652
|
540
|
7
|
The table below shows the
total fees waived by the Investment Manager and its affiliates for the last three fiscal periods. If a Fund is not shown, there were no fees waived for the relevant fiscal periods.
Fees Waived
|
Fees
Waived
|
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– Government Money Market Fund
|
$768,175
|
$1,995,017
|
$0
|
VP
– Income Opportunities Fund
|
0
|
0
|
87,211
|
VP
– Limited Duration Credit Fund
|
0
|
0
|
184,898
|
VP
– TCW Core Plus Bond Fund
|
248,634
|
500,000
|
376,712
|
Other Roles and
Relationships of Ameriprise Financial and Its Affiliates —
Certain Conflicts of Interest
As described above in the
Investment Management and Other Services
section of this SAI, and in the
More Information About the Fund – Primary Service Providers
section of each
Fund's prospectus, the Investment Manager, Distributor and Transfer Agent, all affiliates of Ameriprise Financial, receive compensation from the Funds for the various services they provide to the Funds. Additional information as to the specific
terms regarding such compensation is set forth in these affiliated service providers’ contracts with the Funds, each of which typically is included as an exhibit to Part C of each Fund's registration statement.
In many instances, the compensation paid to the
Investment Manager and other Ameriprise Financial affiliates for the services they provide to the Funds is based, in some manner, on the size of the Funds' assets under management. As the size of the Funds' assets under management grows, so does the
amount of compensation paid to the Investment Manager and, as the case may be, other Ameriprise Financial affiliates for providing services to the Funds. This relationship between Fund assets and any affiliated service provider compensation may
create economic and other conflicts of interests of which Fund investors should be aware. These potential conflicts of interest, as well as additional ones, are discussed in detail below and also are addressed in
Statement
of Additional Information – May 1, 2017
|
140
|
other disclosure materials,
including the Funds' prospectuses. Many of these conflicts of interest also are highlighted in account documentation and other disclosure materials of Ameriprise Financial affiliates that make available or offer the Columbia Funds as investments in
connection with their respective products and services. In addition, Parts 1A and 2A of the Investment Manager’s Form ADV, which it must file with the SEC as an investment adviser registered under the Investment Advisers Act of 1940, provide
information about the Investment Manager’s business, assets under management, affiliates and potential conflicts of interest. Parts 1A and 2A of the Investment Manager’s Form ADV are available online through the SEC’s website at
www.adviserinfo.sec.gov.
The Board
monitors events to identify any material conflicts that may arise between the interests of the Participating Insurance Companies or between the interests of owners of variable annuity contracts or variable life insurance policies, or participants in
Qualified Plans. The Trust currently does not foresee any disadvantages to the owners of variable annuity contracts or variable life insurance policies or participants in Qualified Plans arising from the fact that certain interests of owners may
differ.
Additional actual or potential
conflicts of interest and certain investment activity limitations that could affect the Funds may arise from the financial services activities of Ameriprise Financial and its affiliates, including, for example, the investment advisory/management
services provided for clients and customers other than the Funds. Ameriprise Financial and its affiliates are engaged in a wide range of financial activities beyond the fund-related activities of the Investment Manager, including, among others,
broker-dealer (sales and trading), asset management, insurance and other financial activities. The broad range of financial services activities of Ameriprise Financial and its affiliates may involve multiple advisory, transactional, lending,
financial and other interests in securities and other instruments, and in companies, that may be bought, sold or held by the Funds. The following describes certain actual and potential conflicts of interest that may be presented.
Actual and Potential Conflicts of Interest Related to
the Investment Advisory/Management Activities of Ameriprise Financial and its Affiliates in Connection With Other Advised/Managed Funds and Accounts
The Investment Manager, Ameriprise Financial and other affiliates
of Ameriprise Financial may advise or manage funds and accounts other than the Funds. In this regard, Ameriprise Financial and its affiliates may provide investment advisory/management and other services to other advised/managed funds and accounts
that are similar to those provided to the Funds. The Investment Manager and Ameriprise Financial’s other investment adviser affiliates (including, for example, Columbia Wanger Asset Management, LLC) will give investment advice to and make
investment decisions for advised/managed funds and accounts, including the Funds, as they believe to be in that fund’s and/or account’s best interests, consistent with their fiduciary duties. The Funds and the other advised/managed funds
and accounts of Ameriprise Financial and its affiliates are separately and potentially divergently managed, and there is no assurance that any investment advice Ameriprise Financial and its affiliates give to other advised/managed funds and accounts
will also be given simultaneously or otherwise to the Funds.
A variety of other actual and potential conflicts of
interest may arise from the advisory relationships of the Investment Manager, Ameriprise Financial and other Ameriprise Financial affiliates with other clients and customers. Advice given to the Funds and/or investment decisions made for the Funds
by the Investment Manager or other Ameriprise Financial affiliates may differ from, or may conflict with, advice given to and/or investment decisions made by the Investment Manager, Ameriprise Financial and other Ameriprise Financial affiliates for
other advised/managed funds and accounts. As a result, the performance of the Funds may differ from the performance of other funds or accounts advised/managed by the Investment Manager, Ameriprise Financial or other Ameriprise Financial affiliates.
Similarly, a position taken by Ameriprise Financial and its affiliates, including the Investment Manager, on behalf of other funds or accounts may be contrary to a position taken on behalf of the Funds. Moreover, Ameriprise Financial and its
affiliates, including the Investment Manager, may take a position on behalf of other advised/managed funds and accounts, or for their own proprietary accounts, that is adverse to companies or other issuers in which the Funds are invested. For
example, the Funds may hold equity securities of a company while another advised/managed fund or account may hold debt securities of the same company. If the portfolio company were to experience financial difficulties, it might be in the best
interest of the Funds for the company to reorganize while the interests of the other advised/managed fund or account might be better served by the liquidation of the company. This type of conflict of interest could arise as the result of
circumstances that cannot be generally foreseen within the broad range of investment advisory/management activities in which Ameriprise Financial and its affiliates engage.
Investment transactions made on behalf of other
funds or accounts advised/managed by the Investment Manager, Ameriprise Financial or other Ameriprise Financial affiliates also may have a negative effect on the value, price or investment strategies of the Funds. For example, this could occur if
another advised/managed fund or account implements an investment decision ahead of, or at the same time as, the Funds and causes the Funds to experience less favorable trading results than they otherwise would have experienced based on market
liquidity factors. In addition, the other funds and accounts advised/managed by the Investment Manager, Ameriprise Financial and other Ameriprise Financial affiliates, including the other Columbia Funds and accounts of Ameriprise Financial and its
affiliates, may have the same or very similar investment objective and strategies as the Funds. In this situation, the allocation of, and competition for, investment opportunities among the Funds and other funds and/or accounts advised/managed by
the Investment Manager, Ameriprise Financial or other Ameriprise Financial affiliates may create
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conflicts of interest especially where, for example, limited
investment availability is involved. The Investment Manager has adopted policies and procedures designed to address the allocation of investment opportunities among the Funds and other funds and accounts advised by the Investment Manager, Ameriprise
Financial and other affiliates of Ameriprise Financial. For more information, see
Investment Management and Other Services – The Investment Manager and Subadvisers – Portfolio Managers
– Potential Conflicts of Interest
.
Sharing of Information among Advised/Managed
Accounts
Ameriprise Financial and its affiliates, including
the Investment Manager, also may possess information that could be material to the management of a Fund and may not be able to, or may determine not to, share that information with the Fund, even though the information might be beneficial to the
Fund. This information may include actual knowledge regarding the particular investments and transactions of other advised/managed funds and accounts, as well as proprietary investment, trading and other market research, analytical and technical
models, and new investment techniques, strategies and opportunities. Depending on the context, Ameriprise Financial and its affiliates generally will have no obligation to share any such information with the Funds. In general, employees of
Ameriprise Financial and its affiliates, including the portfolio managers of the Investment Manager, will make investment decisions without regard to information otherwise known by other employees of Ameriprise Financial and its affiliates, and
generally will have no obligation to access any such information and may, in some instances, not be able to access such information because of legal and regulatory constraints or the internal policies and procedures of Ameriprise Financial and its
affiliates. For example, if the Investment Manager or another Ameriprise Financial affiliate, or their respective employees, come into possession of non-public information regarding another advised/managed fund or account, they may be prohibited by
legal and regulatory constraints, or internal policies and procedures, from using that information in connection with transactions made on behalf of the Funds. For more information, see
Investment
Management and Other Services – The Investment Manager and Subadvisers – Portfolio Managers – Potential Conflicts of Interest
.
Soft Dollar Benefits
Certain products and services, commonly referred to as “soft
dollar services” (including, to the extent permitted by law, research reports, economic and financial data, financial publications, proxy analysis, computer databases and other research-oriented materials), that the Investment Manager may
receive in connection with brokerage services provided to a Fund may have the inadvertent effect of disproportionately benefiting other advised/managed funds or accounts. This could happen because of the relative amount of brokerage services
provided to a Fund as compared to other advised/managed funds or accounts, as well as the relative compensation paid by a Fund.
Services Provided to Other Advised/Managed
Accounts
Ameriprise Financial and its affiliates, including
the Investment Manager, Distributor and Transfer Agent, also may act as an investment adviser, investment manager, administrator, transfer agent, custodian, trustee, broker-dealer, agent, or in another capacity, for advised/managed funds and
accounts other than the Funds, and may receive compensation for acting in such capacity. This compensation that the Investment Manager, Distributor and Transfer Agent and other Ameriprise Financial affiliates receive could be greater than the
compensation Ameriprise Financial and its affiliates receive for acting in the same or similar capacity for the Funds. In addition, the Investment Manager, Distributor and Transfer Agent and other Ameriprise Financial affiliates may receive other
benefits, including enhancement of new or existing business relationships. This compensation and/or the benefits that Ameriprise Financial and its affiliates may receive from other advised/managed funds and accounts and other relationships could
potentially create incentives to favor other advised/managed funds and accounts over the Funds. Trades made by Ameriprise Financial and its affiliates for the Funds may be, but are not required to be, aggregated with trades made for other funds and
accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates. If trades are aggregated among the Funds and those other funds and accounts, the various prices of the securities being traded may be averaged, which could
have the potential effect of disadvantaging the Funds as compared to the other funds and accounts with which trades were aggregated.
Proxy Voting
The Investment Manager has adopted proxy voting policies and
procedures that are designed to provide that all proxy voting is done in the best interests of its clients, including the Funds, without any resulting benefit or detriment to the Investment Manager and/or its affiliates, including Ameriprise
Financial and its affiliates. Although the Investment Manager endeavors to make all proxy voting decisions with respect to the interests of the Funds for which it is responsible in accordance with its proxy voting policies and procedures, the
Investment Manager’s proxy voting decisions with respect to a Fund’s portfolio securities may or may not benefit other advised/managed funds and accounts, and/or clients, of Ameriprise Financial and its affiliates. For more information
about the Funds' proxy voting policies and procedures, see
Investment Management and Other Services – Proxy Voting Policies and Procedures
.
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Certain Trading Activities
The directors/trustees, officers and employees of Ameriprise
Financial and its affiliates may buy and sell securities or other investments for their own accounts, and in doing so may take a position that is adverse to the Funds. In order to reduce the possibility that such personal investment activities of
the directors/trustees, officers and employees of Ameriprise Financial and its affiliates will materially adversely affect the Funds, Ameriprise Financial and its affiliates have adopted policies and procedures, and the Funds, the Board, the
Investment Manager and the Distributor have each adopted a Code of Ethics that addresses such personal investment activities. For more information, see
Investment Management and Other Services
– Codes of Ethics
.
Affiliate
Transactions
Subject to applicable legal and regulatory
requirements, a Fund may enter into transactions in which Ameriprise Financial and/or its affiliates, or companies that are deemed to be affiliates of a Fund because of, among other factors, their or their affiliates’ ownership or control of
shares of the Fund, may have an interest that potentially conflicts with the interests of the Fund. For example, an affiliate of Ameriprise Financial may sell securities to a Fund from an offering in which it is an underwriter or that it owns as a
dealer, subject to applicable legal and regulatory requirements. Applicable legal and regulatory requirements also may prevent a Fund from engaging in transactions with an affiliate of the Fund, which may include Ameriprise Financial and its
affiliates, or from participating in an investment opportunity in which an affiliate of a Fund participates.
Certain Investment Limitations
Regulatory and other restrictions may limit a Fund’s
investment activities in various ways. For example, certain securities may be subject to ownership limitations due to regulatory limits on investments in certain industries (such as, for example, banking and insurance) and markets (such as emerging
or international markets), or certain transactions (such as those involving certain derivatives or other instruments) or mechanisms imposed by certain issuers (such as, among others, poison pills). Certain of these restrictions may impose limits on
the aggregate amount of investments that may be made by affiliated investors in the aggregate or in individual issuers. In these circumstances, the Investment Manager may be prevented from acquiring securities for a Fund (that it might otherwise
prefer to acquire) if the acquisition would cause the Fund and its affiliated investors to exceed an applicable limit. These types of regulatory and other applicable limits are complex and vary significantly in different contexts including, among
others, from country to country, industry to industry and issuer to issuer. The Investment Manager has policies and procedures designed to monitor and interpret these limits. Nonetheless, given the complexity of these limits, the Investment Manager
and/or its affiliates may inadvertently breach these limits, and a Fund may therefore be required to sell securities that it might otherwise prefer to hold in order to comply with such limits. In addition, aggregate ownership limitations could cause
performance dispersion among funds and accounts managed by the Investment Manager with similar investment objectives and strategies and portfolio management teams. For example, if further purchases in an issuer are restricted due to regulatory or
other reasons, a portfolio manager would not be able to acquire securities or other assets of an issuer for a new Fund that may already be held by other funds and accounts with the same/similar investment objectives and strategies that are managed
by the same portfolio management team. The Investment Manager may also choose to limit purchases in an issuer to a certain threshold for risk management purposes. If the holdings of the Investment Manager’s affiliates are included in that
limitation, a Fund may be more limited in its ability to purchase a particular security or other asset than if the holdings of the Investment Manager’s affiliates had been excluded from the limitation. At certain times, a Fund may be
restricted in its investment activities because of relationships that an affiliate of the Fund, which may include Ameriprise Financial and its affiliates, may have with the issuers of securities. This could happen, for example, if a Fund desired to
buy a security issued by a company for which Ameriprise Financial or an affiliate serves as underwriter. In any of these scenarios, a Fund’s inability to participate (or participate further) in a particular investment, despite a portfolio
manager’s desire to so participate, may negatively impact Fund performance. The internal policies and procedures of Ameriprise Financial and its affiliates covering these types of restrictions and addressing similar issues also may at times
restrict a Fund’s investment activities. See also
About Fund Investments – Certain Investment Activity Limits
.
Actual and Potential Conflicts of Interest Related to
Ameriprise Financial and its Affiliates’ Non-Advisory Relationships with Clients and Customers other than the Funds
The financial relationships that Ameriprise Financial and its
affiliates may have with companies and other entities in which a Fund may invest can give rise to actual and potential conflicts of interest. Subject to applicable legal and regulatory requirements, a Fund may invest (a) in the securities of
Ameriprise Financial and/or its affiliates and/or in companies in which Ameriprise Financial and its affiliates have an equity, debt or other interest, and/or (b) in the securities of companies held by other Columbia Funds. The purchase, holding and
sale of such securities by a Fund may enhance the profitability and the business interests of Ameriprise Financial and/or its affiliates and/or other Columbia Funds. There also may be limitations as to the sharing with the Investment Manager of
information derived from the non-investment advisory/management activities of
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Ameriprise Financial and its affiliates because of legal and
regulatory constraints and internal policies and procedures (such as information barriers and ethical walls). Because of these limitations, Ameriprise Financial and its affiliates generally will not share information derived from its non-investment
advisory/management activities with the Investment Manager.
Actual and Potential Conflicts of Interest Related to
Ameriprise Financial Affiliates’ Marketing and Use of the Columbia Funds as Investment Options
Ameriprise Financial and its affiliates also provide a variety of
products and services that, in some manner, may utilize the Columbia Funds as investment options. For example, the Columbia Funds may be offered as investments in connection with brokerage and other securities products offered by Ameriprise
Financial and its affiliates, and may be utilized as investments in connection with fiduciary, investment management and other accounts offered by affiliates of Ameriprise Financial, as well as for other Columbia Funds structured as
“funds-of-funds.” The use of the Columbia Funds in connection with other products and services offered by Ameriprise Financial and its affiliates may introduce economic and other conflicts of interest. These conflicts of interest are
highlighted in account documentation and other disclosure materials for the other products and services offered by Ameriprise Financial and its affiliates.
Ameriprise Financial and its
affiliates, including the Investment Manager, may, subject to applicable legal and regulatory requirements, make payments to their affiliates in connection with the promotion and sale of the Funds' shares, in addition to the sales-related and other
compensation that these parties may receive from the Funds, if any. As a general matter, personnel of Ameriprise Financial and its affiliates do not receive compensation in connection with their sales or use of the Funds that is greater than that
paid in connection with their sales of other comparable products and services. Nonetheless, because the compensation that the Investment Manager and other affiliates of Ameriprise Financial may receive for providing services to the Funds is
generally based on the Funds' assets under management and those assets will grow as shares of the Funds are sold, potential conflicts of interest may exist. See
Other Practices – Additional
Shareholder Servicing Payments
and
–
Additional Payments to Financial Intermediaries
for more information.
Actual or Potential Conflicts of Interest Related to
Affiliated Indexes
Columbia Management and its
affiliates may develop, own and operate stock market and other indexes (each, an Affiliated Index) based on investment and trading strategies developed by Columbia Management and/or its affiliates (Affiliated Index Strategies). Some of the ETFs for
which Columbia Management acts as investment adviser (the Affiliated Index ETFs) seek to track the performance of the Affiliated Indexes. Columbia Management and/or its affiliates may, from time to time, manage other funds or accounts that invest in
these Affiliated Index ETFs. In the future, Columbia Management and/or its affiliates may manage client accounts that track the same Affiliated Indexes used by the Affiliated Index ETFs or which are based on the same, or substantially similar,
Affiliated Index Strategies that are used in the operation of the Affiliated Indexes and the Affiliated Index ETFs. The operation of the Affiliated Indexes, the Affiliated Index ETFs and other accounts managed in this manner may give rise to
potential conflicts of interest.
For example,
any accounts managed by Columbia Management and/or its affiliates that seek to track the same Affiliated Indexes may engage in purchases and sales of securities at different times. These differences may result in certain accounts having more
favorable performance relative to that of the Affiliated Index or other accounts that seek to track the Affiliated Index. Other potential conflicts include (i) the potential for unauthorized access to Affiliated Index information, allowing
Affiliated Index changes that benefit Columbia Management and/or its affiliates or other accounts managed by Columbia Management and/or its affiliates and not the clients in the accounts seeking to track the Affiliated Index, and (ii) the
manipulation of Affiliated Index pricing to present the performance of accounts seeking to track the Affiliated Index, or the firm’s tracking ability, in a preferential light.
Columbia Management has adopted policies and
procedures that are designed to address potential conflicts that may arise in connection with the operation of the Affiliated Indexes, the Affiliated Index ETFs and other accounts.
To the extent it is intended that an account managed
by Columbia Management and/or its affiliates seeks to track an Affiliated Index, the account may not match (performance or holdings), and may vary substantially from, such index for any period of time. An account that seeks to track an index may
purchase, hold and sell securities at times when another client would not do so. Columbia Management and its affiliates do not guarantee that any tracking error targets will be achieved. Accounts managed by Columbia Management and/or its affiliates
that seek to track an index may be negatively impacted by errors in the index, either as a result of calculation errors, inaccurate data sources or otherwise. Columbia Management and its affiliates do not guarantee the timeliness, accuracy and/or
completeness of an index and are not responsible for errors, omissions or interruptions in the index (including when Columbia Management or an affiliate acts as the index provider) or the calculation thereof (including when Columbia Management or an
affiliate acts as the calculation agent).
Columbia Management and its affiliates are not
obligated to license the Affiliated Indexes to clients or other third-parties.
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Codes of Ethics
The Funds, the Investment Manager, the subadvisers
and the Distributor have adopted Codes of Ethics pursuant to the requirements of the 1940 Act, including Rule 17j-1 under the 1940 Act. These Codes of Ethics permit personnel subject to the Codes of Ethics to invest in securities, including
securities that may be bought or held by the Funds. These Codes of Ethics are included as exhibits to Part C of the Funds' registration statement. These Codes of Ethics can be reviewed and copied at the SEC’s Public Reference Room and may be
obtained by calling the SEC at 202.551.8090; they also are available on the SEC’s website at www.sec.gov, and may be obtained, after paying a duplicating fee, by electronic request to publicinfo@sec.gov or by writing to the SEC’s Public
Reference Section, Washington, D.C. 20549-1520.
Proxy
Voting Policies and Procedures
General.
The Funds have delegated to the Investment Manager the responsibility to vote proxies relating to portfolio securities held by the Funds, including Funds managed by subadvisers.
The Investment Manager votes proxies relating to
portfolio securities in accordance with a proxy voting policy and pre-determined proxy voting guidelines adopted by the Board. The Funds endeavor to vote all proxies of which they become aware prior to the vote deadline; provided, however, that in
certain circumstances the Funds may refrain from voting securities. For instance, the Funds may refrain from voting foreign securities if the costs of voting outweigh the expected benefits of voting and typically will not vote securities if voting
would impose trading restrictions.
Board
Oversight and Retention of Proxy Voting Authority.
The Board may, in its discretion, vote proxies for the Funds. For instance, the Board may determine to vote on matters that may present a material
conflict of interest to the Investment Manager.
The Board reviews on an annual basis, or more
frequently as determined appropriate, the Investment Manager’s administration of the proxy voting process and its adherence to the approved guidelines.
Voting Guidelines.
The Investment Manager and Board will generally vote in accordance with pre-determined voting guidelines adopted by the Board. The voting guidelines indicate whether to vote for, against or abstain
from particular proposals, or whether the matter should be considered on a case-by-case basis. A committee within the Investment Manager (the Proxy Voting Committee), which is composed of representatives of the Investment Manager’s equity
investments, equity research, compliance, legal and operations functions, may determine to vote differently from the guidelines on particular proposals in the event it determines that doing so is in the clients’ best economic interests. The
Board may also determine to vote differently from the guidelines on particular proposals in the event it determines that doing so is appropriate and in the Funds’ interests. The Investment Manager and the Board may also consider the voting
recommendations of analysts, portfolio managers, subadvisers and information obtained from outside resources, including one or more third party research providers. When proposals are not covered by the voting guidelines or a voting determination
must be made on a case-by-case basis, a portfolio manager, subadviser or analyst will make the voting determination based on his or her determination of the clients’ best economic interests; provided, however, for securities held in funds
managed in traditional index strategies and not in any other fund or account managed by the Investment Manager, proxies will generally be voted in accordance with the recommendation of a third party research provider if the proposal is not covered
by the voting guidelines or a voting determination must be made on a case-by-case basis. In addition, the Proxy Voting Committee or Board may determine proxy votes when proposals require special consideration.
On an annual basis, or more frequently as determined
necessary, the Board reviews recommendations to revise the existing guidelines or add new guidelines. Recommendations are based on, among other things, industry trends and the frequency that similar proposals appear on company ballots.
Addressing Conflicts of Interest.
If the Investment Manager is subject to a potential material conflict of interest with respect to a proxy vote, the Board will vote the proxy by administering the guidelines or determining the vote on
a case-by-case basis. If the Board determines that its members may be subject to a potential material conflict of interest with respect to a proxy vote, the member is asked to recuse himself or herself from the determination.
Voting Proxies of Affiliated Underlying Funds.
Certain Funds may invest in shares of other Columbia Funds (referred to in this context as “underlying funds”) and may own substantial portions of these underlying funds. If such Funds are
in a master-feeder structure, the feeder fund will either seek instructions from its shareholders with regard to the voting of proxies with respect to the master fund’s shares and vote such proxies in accordance with such instructions or vote
the shares held by it in the same proportion as the vote of all other master fund shareholders. With respect to Funds that hold shares of underlying funds other than in a master-feeder structure, the proxy policy of the Funds is, in general, to
ensure that direct public shareholders of underlying funds control the outcome of any shareholder vote. To help manage this potential conflict of interest, the policy of the
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Funds is to vote proxies of the underlying funds in the same
proportion as the vote of the direct public shareholders; provided, however, that if there are no direct public shareholders of an underlying fund or if direct public shareholders represent only a minority interest in an underlying fund, the Fund
may cast votes in accordance with instructions from the independent members of the Board.
Proxy Voting Agents.
The Investment Manager has retained Institutional Shareholder Services Inc., a third party vendor, as its proxy voting administrator to implement the Funds’ proxy voting process and to provide
recordkeeping and vote disclosure services. The Investment Manager has retained both Institutional Shareholder Services Inc. and Glass-Lewis & Co. to provide proxy research services.
Additional Information.
Information regarding how the Columbia Funds (except certain Columbia Funds that do not invest in voting securities) voted proxies relating to portfolio securities during the most recent twelve month
period ended June 30 will be available by August 31 of this year free of charge: (i) through the Columbia Funds’ website (ii) on the SEC’s website at www.sec.gov. For a copy of the voting guidelines in effect on the date of this SAI, see
Appendix B to this SAI.
Organization and Management
of Wholly-Owned Subsidiaries
VP –
Commodity Strategy Fund (for purposes of this section, referred to as a “Fund”) may invest a portion of its assets, within the limitations of Subchapter M and Section 817(h) of the Code, as applicable, in one or more of its wholly-owned
subsidiaries (previously defined collectively as the “Subsidiary”). The Subsidiary is a limited liability company organized under the laws of the Cayman Islands, whose registered office is located at P.O. Box 309, Ugland House, Grand
Cayman Islands.
The Subsidiary is overseen by
its own board of directors and is not registered under the 1940 Act. The Fund, as the sole shareholder of the Subsidiary, does not have all of the protections offered by the 1940 Act to shareholders of investment companies registered under the 1940
Act. However, the Subsidiary is wholly-owned and controlled by the Fund and the Fund’s Board of Trustees oversees the investment activities of the Fund, including its investment in the Subsidiary, and the Fund’s role as sole shareholder
of the Subsidiary. The Investment Manager and the Fund’s subadvisers are responsible for the Subsidiary’s day-to-day business pursuant to their separate agreements with, or in respect of, the Subsidiary. The following individuals serve
as a director of the Subsidiary:
Name,
address, year of birth
|
Position
held with Subsidiary
and length of service
|
Principal
occupation during past five years
|
Anthony
P. Haugen
807 Ameriprise
Financial Center,
Minneapolis, MN 55474-2405
Born 1964
|
Director
since
November 2013
|
Vice
President – Finance, Ameriprise Financial, Inc.
since June 2004
|
Amy
K. Johnson
5228 Ameriprise
Financial Center
Minneapolis, MN 55474-2405
Born 1965
|
Director
since
November 2013
|
See
Fund Governance – Fund Officers
.
|
Christopher
O. Petersen
5228 Ameriprise
Financial Center
Minneapolis, MN 55474-2405
Born 1970
|
Director
since
January 2015
|
See
Fund Governance – Fund Officers
.
|
The Subsidiary has entered into a separate
management agreement for the provision of advisory and administrative services with the Investment Manager. Under this agreement, the Investment Manager provides the Subsidiary with the same type of management services, under the same terms, as are
provided to the Fund. The Subsidiary pays the Investment Manager an annual fee for its management services, as set forth in the management agreement and the table below.
Management Agreement Fee Schedule
Subsidiary
|
Assets
(millions)
|
Annual
rate at
each asset level
(a)
|
CVPCSF
Offshore Fund, Ltd.
(Subsidiary of VP - Commodity Strategy Fund)
|
$0
- $500
|
0.630%
|
>$500
- $1,000
|
0.580%
|
>$1,000
- $3,000
|
0.550%
|
>$3,000
- $6,000
|
0.520%
|
>$6,000
- $12,000
|
0.500%
|
>$12,000
|
0.490%
|
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(a)
|
When calculating asset levels
for purposes of determining fee rate breakpoints, asset levels are based on aggregate net assets of the Fund and the Parent Fund. When calculating the fee payable under this agreement, the annual rates are based on a percentage of the average daily
net assets of the Fund.
|
The Subsidiary has entered into a
separate contract for the provision of custody services with the same service providers who provide those services to the Fund. Threadneedle selects the Subsidiary’s investments pursuant to an addendum to the subadvisory agreement with the
Investment Manager. The Subsidiary has also entered into arrangements with PwC to serve as the Subsidiary’s independent registered public accounting firm. The Subsidiary will bear the fees and expenses incurred in connection with the services
that it receives pursuant to each of these separate agreements and arrangements. The Fund expects that the expenses borne by the Subsidiary will not be material in relation of the value of the Fund’s assets.
For purposes of adhering to the Fund’s
compliance policies and procedures, the Investment Manager will treat the assets of the Subsidiary as if the assets were held directly by the Fund. The Chief Compliance Officer makes periodic reports to the Fund’s Board regarding the
management and operations of the Subsidiary.
The financial information of the Subsidiary is
consolidated into the Fund’s financial statements, as contained within the Fund’s annual and semiannual reports provided to shareholders.
By investing in the Subsidiary,
the Fund is indirectly exposed to the risks associated with the Subsidiary’s investments. The derivatives and other investments held by the Subsidiary are subject to the same risks that would apply to similar investments if held directly by
the Fund. The Subsidiary is subject to the same principal risks to which the Fund is subject (as described in the Fund’s prospectus). There can be no assurance that the investment objective of the Subsidiary will be achieved. The Subsidiary is
not registered under the 1940 Act and, except as otherwise noted, is not subject to the investor protections of the 1940 Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are both managed by the
Investment Manager, making it unlikely that the Subsidiary will take action contrary to the interests of the Fund and its shareholders. The Fund’s Board has oversight responsibility for the investment activities of the Fund, including its
investment in the Subsidiary, and the Fund’s role as sole shareholder of the Subsidiary. In managing the Subsidiary’s investment portfolio, the Investment Manager will manage the Subsidiary’s portfolio in accordance with the
Fund’s investment policies and restrictions.
The Investment Manager and any subadviser, if
applicable, as it relates to the Subsidiary, complies with provisions of the 1940 Act relating to investment advisory contracts under Section 15 as an investment adviser to the Fund under Section 2(a)(20) of the 1940 Act. The Fund complies with the
provisions of the 1940 Act, including those relating to investment policies (Section 8) and capital structure and leverage (Section 18) on an aggregate basis with the Subsidiary, and the Subsidiary complies with the provisions relating to affiliated
transactions and custody (Section 17).
Changes in the laws of the United States and/or the
Cayman Islands, under which the Fund and the Subsidiary, respectively, are organized, could result in the inability of the Fund and/or the Subsidiary to operate as described in the applicable prospectus and this SAI and could adversely affect the
Fund and its shareholders. For example, the Cayman Islands laws currently do not impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift tax or withholding tax on the Subsidiary. If Cayman Islands law were changed and
the Subsidiary was required to pay Cayman Islands taxes, the investment returns of the Fund would likely decrease.
Qualification as a Regulated
Investment Company.
In order to qualify for the special tax treatment accorded to RICs under the Code, the Fund must satisfy a 90% gross income requirement and an asset diversification requirement.
These requirements are not applicable to the Subsidiary. The Fund and the Subsidiary will take steps to ensure that income recognized by the Fund in respect of the Subsidiary will be qualifying income for purposes of the 90% gross income
requirement. For purposes of the asset diversification requirement, the Fund will limit its investment in the Subsidiary in the aggregate to 25% or less of the Fund’s total assets as of the end of every quarter of its taxable year; the asset
diversification requirement applies to the Fund’s interest in the Subsidiary but not to the Subsidiary’s investments. Please refer to the
Taxation – The Subsidiary
section
for further information about certain tax considerations relating to the Fund’s investment in the Subsidiary.
Statement
of Additional Information – May 1, 2017
|
147
|
FUND GOVERNANCE
Board of Trustees and Officers
Shareholders elect the Board that
oversees the Funds' operations. The Board appoints officers who are responsible for day-to-day business decisions based on policies set by the Board. The following table provides basic biographical information about the Funds' Trustees as of the
date of this SAI, including their principal occupations during the past five years, although specific titles for individuals may have varied over the period. Under current Board policy, Trustees not affiliated with the Investment Manager generally
may serve through the end of the calendar year in which they reach either the mandatory retirement age established by the Board or the fifteenth anniversary of the first Columbia Funds board meeting they attended as a member of the Board.
Trustees
Independent Trustees
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
George
S. Batejan
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1953
|
Trustee
since 1/17
|
Executive
Vice President, Global Head of Technology and Operations, Janus Capital Group, Inc., 2010-2016
|
124
|
Advisory
Board Member, University of Colorado Business School (Executive Committee, Nominating Committee and Governance Committee) since November 2015; former Chairman of the Board, NICSA (National Investment Company Services Association), 2014-2016; former
Director, Intech Investment Management, 2011-2016; former Board Member, Metro Denver Chamber of Commerce, 2015-2016
|
Compliance,
Contracts, Investment Review
|
Kathleen
Blatz
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1954
|
Trustee
since 1/06 for RiverSource Funds and since 6/11 for Nations Funds
|
Attorney,
specializing in arbitration and mediation; Chief Justice, Minnesota Supreme Court, 1998-2006; Associate Justice, Minnesota Supreme Court, 1996-1998; Fourth Judicial District Court Judge, Hennepin County, 1994-1996; Attorney in private practice and
public service, 1984-1993; State Representative, Minnesota House of Representatives, 1979-1993, which included service on the Tax and Financial Institutions and Insurance Committees
|
126
|
Trustee,
BlueCross BlueShield of Minnesota (Chair of the Business Development Committee) since 2009; Chair of the Robina Foundation since August 2013
|
Board
Governance, Compliance, Contracts, Executive, Investment Review
|
Statement
of Additional Information – May 1, 2017
|
148
|
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
Edward
J. Boudreau, Jr.
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1944
|
Trustee
since 6/11 for RiverSource Funds and since 1/05 for Nations Funds
|
Managing
Director, E.J. Boudreau & Associates (consulting) since 2000; FINRA Industry Arbitrator, 2002 – present; Chairman and Chief Executive Officer, John Hancock Investments (asset management), Chairman and Interested Trustee for open-end and
closed-end funds offered by John Hancock, 1989-2000; John Hancock Mutual Life Insurance Company, including Senior Vice President and Treasurer and Senior Vice President Information Technology, 1968-1988
|
124
|
Former
Trustee, Boston Museum of Science (Chair of Finance Committee), 1985-2013; former Trustee, BofA Funds Series Trust (11 funds), 2005-2011
|
Audit,
Board Governance, Contracts, Investment Review
|
Pamela
G. Carlton
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1954
|
Trustee
since 7/07 for RiverSource Funds and since 6/11 for Nations Funds
|
President,
Springboard- Partners in Cross Cultural Leadership (consulting company) since 2003; Managing Director of US Equity Research, JP Morgan Chase, 1999-2003; Director of US Equity Research, Chase Asset Management, 1996- 1999; Co-Director Latin America
Research, 1993-1996, COO Global Research, 1992-1996, Co-Director of US Research, 1991-1992, Investment Banker, Morgan Stanley, 1982-1991
|
126
|
Trustee,
New York Presbyterian Hospital Board (Executive Committee and Chair of Human Resources Committee) since 1996
|
Audit,
Board Governance, Contracts, Executive, Investment Review
|
Statement
of Additional Information – May 1, 2017
|
149
|
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
William
P. Carmichael
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1943
|
Trustee
since 6/11 for RiverSource Funds and since 2003 for Nations Funds
|
Retired;
Co-founder, The Succession Fund (provides exit strategies to owners of privately held companies), 1998-2007; Adjunct Professor of Finance, Kelley School of Business, Indiana University, 1993-2007; Senior Vice President, Sara Lee Corporation,
1991-1993; Senior Vice President and Chief Financial Officer, Beatrice Foods Company, 1984-1990; Vice President, Esmark, Inc., 1973-1984; Associate, Price Waterhouse, 1968-1972
|
126
|
Director,
The Finish Line (athletic shoes and apparel) since July 2003; Director, hhgregg since May, 2015; former Director, Cobra Electronics Corporation (electronic equipment manufacturer), 1994-August 2014; former Director, Spectrum Brands, Inc. (consumer
products), 2002-2009; former Director, Simmons Company (bedding), 2004-2010; former Trustee, BofA Funds Series Trust (11 funds) 2003-2011; former Director, McMoRan Exploration Company (oil and gas exploration and development) 2010-2013; former
Director, International Textile Corp., 2012-2016
|
Compliance,
Contracts, Executive, Investment Review
|
Patricia
M. Flynn
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1950
|
Trustee
since 11/04 for RiverSource Funds and since 6/11 for Nations Funds
|
Trustee
Professor of Economics and Management, Bentley University since 1976 (also teaches and conducts research on corporate governance); Dean, McCallum Graduate School of Business, Bentley University, 1992-2002
|
126
|
Trustee,
MA Taxpayers Foundation since 1997; Board of Governors, Innovation Institute, MA Technology Collaborative since 2010
|
Audit,
Contracts, Investment Review
|
William
A. Hawkins
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1942
|
Chair
of the Board since 11/15; Trustee since 6/11 for RiverSource Funds and since 1/05 for Nations Funds
|
Managing
Director, Overton Partners (financial consulting), since August 2010; President and Chief Executive Officer, California General Bank, N.A., January 2008-August 2010; Operation Hope, COO, 2004-2007; IndyMac Bancorp, President, CBG, 1999-2003;
American General Bank, President, 1997-1999; Griffin Financial Services, CEO, 1981-1997; The Griffin Funds, CEO, 1992-1998
|
126
|
Former
Trustee, BofA Funds Series Trust (11 funds) 2005-2015
|
Audit,
Board Governance, Contracts, Executive, Investment Review
|
Statement
of Additional Information – May 1, 2017
|
150
|
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
Catherine
James Paglia
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1952
|
Trustee
since 11/04 for RiverSource Funds and since 6/11 for Nations Funds
|
Director,
Enterprise Asset Management, Inc. (private real estate and asset management company) since September 1998; Managing Director and Partner, Interlaken Capital, Inc., 1989-1997; Managing Director, Morgan Stanley, 1982-1989; Vice President, Investment
Banking, 1980-1982, Associate, Investment Banking, 1976-1980, Dean Witter Reynolds, Inc.
|
126
|
Director,
Valmont Industries, Inc. (irrigation systems manufacturer) since 2012; Trustee, Carleton College (on the Investment Committee); Trustee, Carnegie Endowment for International Peace (on the Investment Committee)
|
Board
Governance, Compliance, Contracts, Executive, Investment Review
|
Minor
M. Shaw
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1947
|
Trustee
since 6/11 for RiverSource Funds and since 2003 for Nations Funds
|
President,
Micco LLC (private investments) since 2011; President, Micco Corp. (family investment business), 1998-2011
|
126
|
Director,
BlueCross BlueShield of South Carolina since April 2008; Advisory Board member, Duke Energy Corp. since October 2016; Chair of the Duke Endowment; Director, National Association of Corporate Directors, Carolinas Chapter, since 2013; Chair of
Greenville – Spartanburg Airport Commission; former Trustee, BofA Funds Series Trust (11 funds), 2003-2011; former Director, Piedmont Natural Gas, 2004-2016
|
Compliance,
Contracts, Investment Review
|
John
G. Taft
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1955
|
Trustee
since 1/17
|
Chief
Executive Officer, RBC Wealth Management (a division of RBC Capital Markets LLC), 2005-2016
|
124
|
Trustee,
Andy Warhol Foundation for Visual Arts (Finance Committee) since 2014; former Director, RBC Global Asset Management – U.S., 2001-2016
|
Audit,
Contracts, Investment Review
|
Alison
Taunton-Rigby
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1944
|
Trustee
since 11/02 for RiverSource Funds and since 6/11 for Nations Funds
|
President,
Chief Executive Officer (CEO) and Director, RiboNovix, Inc., 2003-2010; President and CEO, CMT Inc., 2001-2003; President and CEO, Aquila Biopharmaceuticals Inc., 1997-2000; President and CEO, Cambridge Biotechnology Corporation, 1995-1997;
President and CEO, Mitotix Inc., 1993-1994
|
126
|
Director,
Boston Children’s Hospital since 2002; Director, ICI Mutual Insurance Company, since 2011; Director, Blumont/IRD since 2016; Director, Mount Ida College since 2016; former Director, Abt Associates (government contractor), 2001-2016; former
Director, Healthways, Inc. (health and well-being solutions), 2005-2016
|
Audit,
Board Governance, Contracts, Investment Review
|
Statement
of Additional Information – May 1, 2017
|
151
|
Interested Trustee Not Affiliated with Investment
Manager*
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
Anthony
M. Santomero
c/o Columbia Management Investment Advisers, LLC,
225 Franklin Street,
Mail Drop BX32 05228,
Boston, MA 02110
1946
|
Trustee
since 6/11 for RiverSource Funds and since 1/08 for Nations Funds
|
Richard
K. Mellon Professor Emeritus of Finance, The Wharton School, University of Pennsylvania, since 2002; Senior Advisor, McKinsey & Company (consulting), 2006-2008; President, Federal Reserve Bank of Philadelphia, 2000-2006; Professor of Finance,
The Wharton School, University of Pennsylvania, 1972-2002
|
124
|
Trustee,
Penn Mutual Life Insurance Company since March 2008; Director, Renaissance Reinsurance Ltd. since May 2008; Director, Citigroup Inc. since 2009; Director, Citibank, N.A. since 2009; former Trustee, BofA Funds Series Trust (11 funds), 2008-2011
|
Compliance,
Contracts, Executive, Investment Review
|
*
|
Dr. Santomero is not an
affiliated person of the Investment Manager or Ameriprise Financial. However, he is currently deemed by the Funds to be an “interested person” (as defined in the 1940 Act) of the Funds because he serves as a Director of Citigroup Inc.
and Citibank, N.A., companies that may directly or through subsidiaries and affiliates engage from time-to-time in brokerage execution, principal transactions and lending relationships with the Funds or accounts advised/managed by the Investment
Manager.
|
Interested Trustee
Affiliated with Investment Manager*
Name,
Address,
Year of Birth
|
Position
Held
with the Trust and Length of Service
|
Principal
Occupation(s)
During the Past Five Years
and Other Relevant
Professional Experience
|
Number
of
Funds in the
Columbia Funds Complex
Overseen
|
Other
Directorships Held by Trustee During the Past Five Years
|
Committee
Assignments
|
William
F. Truscott
c/o Columbia Management Investment Advisers, LLC,
225 Franklin St.
Boston, MA 02110
1960
|
Trustee
since 11/01 for RiverSource Funds and since 6/11 for Nations Funds; Senior Vice President since 2002 for RiverSource Funds and since 5/10 for Nations Funds
|
Chairman
of the Board and President, Columbia Management Investment Advisers, LLC since May 2010 and February 2012, respectively; Chief Executive Officer, Global Asset Management, Ameriprise Financial, Inc. since September 2012 (previously Chief Executive
Officer, U.S. Asset Management & President, Annuities, May 2010 - September 2012); Director and Chief Executive Officer, Columbia Management Investment Distributors, Inc. since May 2010 and February 2012, respectively; Chairman of the Board and
Chief Executive Officer, RiverSource Distributors, Inc. since 2006; Director, Threadneedle Asset Management Holdings, SARL since 2014; President and Chief Executive Officer, Ameriprise Certificate Company, 2006 - August 2012.
|
183
|
Chairman
of the Board, Columbia Management Investment Advisers, LLC since May 2010; Director, Columbia Management Investment Distributors, Inc. since May 2010; Former Director, Ameriprise Certificate Company, 2006 - January 2013
|
None
|
*
|
Interested person (as defined
under the 1940 Act) by reason of being an officer, director, security holder and/or employee of the Investment Manager or Ameriprise Financial.
|
Statement
of Additional Information – May 1, 2017
|
152
|
The Officers
The Board has appointed officers who are responsible
for day-to-day business decisions based on policies it has established. The officers serve at the pleasure of the Board. The following table provides basic information about the Officers of the Trust as of the date of this SAI, including principal
occupations during the past five years, although their specific titles may have varied over the period. In addition to Mr. Truscott, who is Senior Vice President, the Funds' other officers are:
Fund Officers
Name,
Address
and Year of Birth
|
Position
and Year
First Appointed to
Position for any Fund in the
Columbia Funds Complex
or a Predecessor Thereof
|
Principal
Occupation(s) During Past Five Years
|
Christopher
O. Petersen
5228 Ameriprise Financial Center
Minneapolis, MN 55474
Born 1970
|
President
and Principal Executive Officer (2015)
|
Vice
President and Lead Chief Counsel, Ameriprise Financial, Inc. since January 2015 (previously, Vice President and Chief Counsel January 2010 – December 2014); officer of Columbia Funds and affiliated funds since 2007.
|
Michael
G. Clarke
225 Franklin Street
Boston, MA 02110
Born 1969
|
Treasurer
(2011), Chief Financial Officer (2009) and Chief Accounting Officer (2015)
|
Vice
President – Mutual Fund Administration, Columbia Management Investment Advisers, LLC, since May 2010; senior officer of Columbia Funds and affiliated funds since 2002.
|
Paul
B. Goucher
100 Park Avenue
New York, NY 10017
Born 1968
|
Senior
Vice President (2011), Chief Legal Officer (2015) and Assistant Secretary (2008)
|
Senior
Vice President and Assistant General Counsel, Ameriprise Financial, Inc. since January 2017 (previously Vice President and Lead Chief Counsel, November 2008 – January 2017 and January 2013 – January 2017, respectively; and Chief
Counsel, January 2010 - January 2013); Vice President, Chief Legal Officer and Assistant Secretary, Columbia Management Investment Advisers, LLC since May 2010.
|
Thomas
P. McGuire
225 Franklin Street
Boston, MA 02110
Born 1972
|
Senior
Vice President and Chief Compliance Officer (2012)
|
Vice
President – Asset Management Compliance, Ameriprise Financial, Inc., since May 2010; Chief Compliance Officer, Ameriprise Certificate Company since September 2010.
|
Colin
Moore
225 Franklin Street
Boston, MA 02110
Born 1958
|
Senior
Vice President (2010)
|
Executive
Vice President and Global Chief Investment Officer, Ameriprise Financial, Inc., since July 2013; Executive Vice President and Global Chief Investment Officer, Columbia Management Investment Advisers, LLC since July 2013 (previously Director and
Global Chief Investment Officer, 2010 – 2013).
|
Michael
E. DeFao
225 Franklin Street
Boston, MA 02110
Born 1968
|
Vice
President (2011) and Assistant Secretary (2010)
|
Vice
President and Chief Counsel, Ameriprise Financial, Inc. since May 2010.
|
Amy
Johnson
5228 Ameriprise Financial Center
Minneapolis, MN 55474
Born 1965
|
Vice
President (2006)
|
Managing
Director and Global Head of Operations, Columbia Management Investment Advisers, LLC since April 2016 (previously Managing Director and Chief Operating Officer, 2010 – 2016).
|
Lyn
Kephart-Strong
5228 Ameriprise Financial Center
Minneapolis, MN 55474
Born 1960
|
Vice
President (2015)
|
President,
Columbia Management Investment Services Corp. since October 2014; Vice President & Resolution Officer, Ameriprise Trust Company since August 2009.
|
Ryan
C. Larrenaga
225 Franklin Street
Boston, MA 02110
Born 1970
|
Vice
President and Secretary (2015)
|
Vice
President and Group Counsel, Ameriprise Financial, Inc. since August 2011; officer of Columbia Funds and affiliated funds since 2005.
|
Statement
of Additional Information – May 1, 2017
|
153
|
Responsibilities of Board with respect to Fund
management
The Board
is chaired by an Independent Trustee who has significant additional responsibilities compared to the other Board members, including, among other things: setting the agenda for Board meetings, communicating and meeting regularly with Board members
between Board and committee meetings on Fund-related matters, with the Funds' Chief Compliance Officer (“CCO”), counsel to the Independent Trustees, and representatives of the Funds' service providers and overseeing Board Services.
The Board initially approves an investment
management services agreement and other contracts with the Investment Manager and its affiliates, and other service providers. Once the contracts are approved, the Board monitors the level and quality of services including commitments of service
providers to achieve expected levels of investment performance and shareholder services. Annually, the Board evaluates the services received under the contracts by reviewing, among other things, reports covering investment performance, shareholder
services, marketing, and the Investment Manager’s profitability in order to determine whether to continue existing contracts or negotiate new contracts. The Investment Manager is responsible for day-to-day management and administration of the
Funds and management of the risks that arise from the Funds' investments and operations. The Board’s oversight of the Investment Manager and other service providers in the operation of the Funds includes oversight with respect to various risk
management functions. The Funds are subject to a number of risks, including investment, compliance, operational, and valuation risks, among others. Day-to-day risk management functions are subsumed within the responsibilities of the Investment
Manager, the subadvisers and other service providers (depending on the nature of the risk) who carry out the Funds' investment management and business affairs. Each of the Investment Manager, the subadvisers and other service providers has its own,
independent interest in risk management, and its policies and methods of carrying out risk management functions will depend, in part, on its analysis of the risks, functions and business models.
Risk oversight forms part of the Board’s
general oversight of the Funds and is addressed as part of various Board and Committee activities. As part of its regular oversight of the trusts, the Board, directly or through a committee, interacts with and reviews reports from, among others, the
Investment Manager, subadvisers, if applicable, the independent registered public accounting firm for the Funds, and internal auditors for the Investment Manager or its affiliates, as appropriate, regarding risks faced by the Funds and relevant risk
functions. The Board also meets periodically with the Funds' CCO, to receive reports regarding the compliance of the Funds and their principal service providers with the federal securities laws and their internal compliance policies and procedures.
The Board, with the assistance of the Investment Review Committee, reviews investment policies in connection with its review of the Funds' performance, and meets periodically with the portfolio managers of the Funds to receive reports regarding the
management of the Funds, including various investment risks. As part of the Board’s periodic review of the Funds' advisory, subadvisory, if applicable, and other service provider agreements, as applicable, the Board may consider risk
management aspects of their operations and the functions for which they are responsible. In addition, the Board oversees processes that are in place to assure compliance with applicable rules, regulations and investment policies and addresses
possible conflicts of interest.
The Board
recognizes that not all risks that may affect the Funds can be identified in advance; that it may not be practical or cost-effective to eliminate or mitigate certain risks; that it may be necessary to bear certain risks (such as various
investment-related risks) in seeking to achieve the Funds' investment objectives; and that the processes and controls employed to address certain risks may be limited in their effectiveness. As a result of the foregoing and other factors, the
Board’s risk management oversight is subject to substantial limitations.
Trustee Biographical Information and
Qualifications
The following provides an
overview of the considerations that led the Board to conclude that each individual serving as a Trustee should so serve. Generally, no one factor was decisive in the selection of an individual to join the Board. Among the factors the Board
considered when concluding that an individual should serve on the Board were the following: (i) the individual’s business and professional experience and accomplishments; (ii) the individual’s ability to work effectively with the other
Trustees; (iii) the individual’s prior experience, if any, serving on the boards of public companies (including, where relevant, other investment companies) and other enterprises and organizations; and (iv) how the individual’s skills,
experience and attributes would contribute to an appropriate mix of relevant skills and experience on the Board.
In respect of each current Trustee, the
individual’s substantial professional accomplishments and experience were a significant factor in the determination that, in light of the business and structure of the Funds, the individual should serve as a Trustee. Following is a summary of
each Trustee’s particular professional experience and additional considerations that contributed to or support the Board’s conclusion that an individual should serve as a Trustee:
George S. Batejan —
Mr. Batejan has over 40 years’ experience in the financial services industry, including service as a former Executive Vice President and Global Head of Technology and Operations of Janus Capital Group, Inc. He has
also served as Senior Vice President and Chief Information Officer of Evergreen Investments, Inc., Executive Vice President and Chief Information Officer of OppenheimerFunds, Inc., and Head of Global Operations and Systems/Senior Vice President
of
Statement
of Additional Information – May 1, 2017
|
154
|
American International Group. Mr.
Batejan is a 18-year veteran of Chase Manhattan Bank, N.A. where he progressed to the Private Banking Vice President and Division Executive of the Americas' Service Delivery Group. He has also served on numerous corporate and non-profit
boards.
Kathleen Blatz
– Ms. Blatz has had a successful legal and judicial career, including serving for eight years as Chief Justice of the Minnesota Supreme Court. Prior to being a judge, she practiced law and also served in the
Minnesota House of Representatives having been elected to eight terms. While in the legislature she served on various committees, including the Financial Institutions and Insurance Committee and the Tax Committee. Since retiring from the Bench, she
has been appointed as an arbitrator on many cases involving business to business disputes, including some pertaining to shareholder rights issues. She also has been appointed to two Special Litigation Committees by boards of Fortune 500 Companies to
investigate issues relating to cyber-security and stock options. She serves on the boards of directors of BlueCross BlueShield of Minnesota as well as several non-profit organizations.
Edward J. Boudreau, Jr.
– Prior to the establishment of E. J. Boudreau & Associates, Mr. Boudreau left a successful 32-year career at John Hancock Financial Services, the last 11 years of which he served as Chairman and Chief
Executive Officer of John Hancock Investments. He spent the first 18 years of his career at John Hancock Mutual Life Insurance Company in its treasury and financial management areas, progressing to Senior Vice President and Treasurer. For the
following three years he worked on special assignments for the Chairman, including acting as temporary head of the Information Technology Department for two years. During his time as CEO of John Hancock Investments, Mr. Boudreau also served on the
Investment Company Institute’s Board of Governors. He also has experience on other boards of directors of other companies. He is currently a member of the Advisory Board to the Mutual Fund Directors Forum and serves as a FINRA Industry
Arbitrator.
Pamela G. Carlton
– Ms. Carlton has over 20 years’ experience in the investment banking industry, as a former Managing Director of JP Morgan Chase and a 14-year veteran of Morgan Stanley Investment Banking and Equity Research.
She is currently the President of Springboard Partners in Cross Cultural Leadership, a consulting firm that she founded. She also has experience on other boards of directors of non-profit organizations, including the Board of Trustees of New York
Presbyterian Hospital where she is on the Executive Committee and Chair of the Human Resources Committee.
William P. Carmichael
– Prior to forming The Succession Fund more than 15 years ago, Mr. Carmichael, a Certified Public Accountant and attorney, had 4 years of experience with Price Waterhouse (now PricewaterhouseCoopers LLP) and 21
years of experience in various financial positions with global consumer product companies, including: Senior Vice President of Sara Lee Corporation and Senior Vice President and Chief Financial Officer of Beatrice Foods Company. He has been
Treasurer and Chairman of the Investment Committee for the Indiana University Foundation, and has been an adjunct professor of finance for the I.U. Kelley School of Business. Mr. Carmichael has also been a member of the board and the Investment
Committee of the Virginia Law School Foundation, and has served on numerous public company boards. His experience covers strategic planning, corporate governance and multiple financial functions, including investments.
Patricia M. Flynn
– Dr. Flynn is a Trustee Professor of Economics and Management at Bentley University, where she previously served as Dean of the McCallum Graduate School of Business. Her research and teaching focus on technology-based economic development,
corporate governance and women in business, which she has also written on extensively. She has served on numerous corporate and non-profit boards, including Boston Fed Bancorp Inc., U.S. Trust and The Federal Savings Bank.
William A. Hawkins
– Mr. Hawkins has been a Managing Director of Overton Partners, a financial consulting firm for over 15 years. He has over thirty years of executive level experience in the banking and financial services industry, including serving as
President and Chief Executive Officer of California General Bank, N.A., President of IndyMac Bancorp and President and Chief Operating Officer of American General Bank, FSB. He also served as Chief Executive Officer and President of Griffin
Financial Services of America Inc., an asset management firm. He also has experience on other boards of directors, including boards of other investment companies. He is a Certified Financial Planner and a Chartered Property and Casualty
Underwriter.
Catherine James Paglia
– Ms. Paglia has been a Director of Enterprise Asset Management, Inc., a real estate and asset management company, for over 15 years. She previously spent eight years as a Managing Director at Morgan Stanley, 10
years as a Managing Director of Interlaken Capital and served as Chief Financial Officer of two public companies. She also has experience on other boards of directors of public and non-profit organizations.
Anthony M.
Santomero
– Dr. Santomero is the former President of the Federal Reserve Bank of Philadelphia. He holds the title of Richard K. Mellon Professor Emeritus of Finance at the Wharton School of the University of
Pennsylvania and serves on the boards of several public companies, including the Board of Citigroup, Inc., Citibank N.A., Renaissance Reinsurance Company Ltd and the Penn Mutual Life Insurance Company. He previously served as Senior Advisor at
McKinsey & Company and was the Richard K. Mellon Professor of Finance at the University of Pennsylvania’s Wharton School. During his 30-year tenure at Wharton, he held a number of academic and managerial positions, including Deputy Dean of
the School. He has written approximately 150 articles, books and monographs on financial sector regulation and economic performance. The Board has concluded that, despite his lack of technical independence (as an “interested person”) of
the Funds under the 1940 Act arising
Statement
of Additional Information – May 1, 2017
|
155
|
solely due to his board service for Citigroup, Inc. and Citibank
N.A., he could serve with “substantive independence” primarily since he has no financial interest or relationship with the Investment Manager or Ameriprise Financial. The Board also took into account Dr. Santomero’s broad array of
experiences from management consulting to academia to public service, which complements the mix of experiences represented by the other Board members.
Minor M. Shaw
– Ms. Shaw is President of Micco, LLC, a private investment company, and past president of Micco Corporation and Mickel Investment Group. She is chairman of the Daniel-Mickel Foundation and The Duke Endowment. She
currently serves as chairman of the Greenville-Spartanburg Airport Commission. She holds numerous civic and business board memberships and is a past chair of Wofford College Board of Trustees. Ms. Shaw serves on the board of Blue Cross Blue Shield
of South Carolina and on the advisory board of Duke Energy Corp. She has also served on the boards of Citizens & Southern Bank of SC,
Interstate Johnson Lane and Piedmont Natural Gas.
John G. Taft —
Mr. Taft has over 30 years’ experience in the financial services industry, including service as a former CEO of RBC Wealth Management (a division of RBC Capital Markets LLC). He has also served as President, CEO and
Executive Director of Dougherty Summit Securities, LLC, Chairman, President and CEO of Voyageur Fund Managers, Inc., and Managing Director of Piper, Jaffray & Hopwood. Additionally, Mr. Taft has experience on other boards of directors of
non-profit organizations, including the Board of Trustees of the Andy Warhol Foundation for Visual Arts.
Alison
Taunton-Rigby
– Dr. Taunton-Rigby has been a senior executive in the healthcare industry for over 30 years. She was Founder, President and Chief Executive Officer of RiboNovix, Inc. and President and Chief
Executive Officer of Aquila Biopharmaceuticals, Inc., Cambridge Biotech Corporation and Mitotix Inc. Prior to this, she served in senior management positions at Genzyme Corporation, Arthur D. Little Inc., Vivotech Inc., Biogen, Inc. and
Collaborative Research, Inc. She has been awarded the OBE (Officer of the Order of the British Empire) by Queen Elizabeth II for her work as a leader in the research, development and promotion of biotechnology. She currently serves as a director of
ICI Mutual Insurance Company, Blumont/IRD, Mount Ida College and Boston Children’s Hospital, and serves on a number of Advisory Boards.
William F. Truscott
– Mr. Truscott has served on the Board of Trustees of various Columbia funds since 2001. He has served as Chairman of the Board of the Investment Manager since May 2010 and since February 2012 has served as its President. From 2001 to April
2010, Mr. Truscott served as the President, Chairman of the Board and Chief Investment Officer of the Investment Manager. He has served as Director of the Distributor since May 2010 and since February 2012 has served as its Chief Executive Officer.
The Board has concluded that having a senior member of the Investment Manager serve on the Board can facilitate increased access to information regarding the Funds’ Investment Manager for the Independent Trustees, which is the Funds’
most significant service provider.
Committees of the Board
For purposes of this section, the
term Independent Trustees includes Interested Trustees who are not affiliated persons of the Investment Manager or Ameriprise Financial.
The Board has organized the following standing
committees to facilitate its work: Board Governance Committee, Compliance Committee, Contracts Committee, Executive Committee, Investment Review Committee and Audit Committee. These Committees are comprised solely of Independent Trustees. The table
above describing each Trustee also includes their respective committee assignments. The duties of these committees are described below.
Mr. Hawkins, as Chair of the Board, acts as a point
of contact between the Independent Trustees and the Investment Manager between Board meetings in respect of general matters.
Board Governance Committee.
Recommends to the Board the size, structure and composition of the Board and its committees; the compensation to be paid to members of the Board; and a process
for evaluating the Board’s performance. The committee also reviews candidates for Board membership, including candidates recommended by shareholders. The committee also makes recommendations to the Board regarding responsibilities and duties
of the Board, oversees proxy voting and supports the work of the Board Chair in relation to furthering the interests of the Funds and other funds in the Columbia Family of Funds overseen by the Board and their shareholders on external
matters.
To be considered as a candidate
for Trustee, recommendations must include a curriculum vitae and be mailed to William A. Hawkins, Chair of the Board, Columbia Family of Funds, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110. To be timely for consideration by the
committee, the submission, including all required information, must be submitted in writing not less than 120 days before the date of the proxy statement for the previous year’s annual meeting of shareholders, if such a meeting is held. The
committee will consider only one candidate submitted by such a shareholder or group for nomination for election at a meeting of shareholders. The committee will not consider self-nominated candidates or candidates nominated by members of a
candidate’s family, including such candidate’s spouse, children, parents, uncles, aunts, grandparents, nieces and nephews.
Statement
of Additional Information – May 1, 2017
|
156
|
The committee will consider and evaluate candidates
submitted by the nominating shareholder or group on the basis of the same criteria as those used to consider and evaluate candidates submitted from other sources. The committee may take into account a wide variety of factors in considering trustee
candidates, including (but not limited to): (i) the candidate’s knowledge in matters relating to the investment company industry; (ii) any experience possessed by the candidate as a director or senior officer of other public or private
companies; (iii) the candidate’s educational background; (iv) the candidate’s reputation for high ethical standards and personal and professional integrity; (v) any specific financial, technical or other expertise possessed by the
candidate, and the extent to which such expertise would complement the Board’s existing mix of skills and qualifications; (vi) the candidate’s perceived ability to contribute to the ongoing functions of the Board, including the
candidate’s ability and commitment to attend meetings regularly, work collaboratively with other members of the Board and carry out his or her duties in the best interests of the Funds; (vii) the candidate’s ability to qualify as an
independent trustee; and (viii) such other criteria as the committee determines to be relevant in light of the existing composition of the Board and any anticipated vacancies or other factors.
Members of the committee (and/or
the Board) also meet personally with each nominee to evaluate the candidate’s ability to work effectively with other members of the Board, while also exercising independent judgment. Although the Board does not have a formal diversity policy,
the Board endeavors to comprise itself of members with a broad mix of professional and personal backgrounds. Thus, the committee and the Board accorded particular weight to the individual professional background of each Independent Trustee. The
committee held 10 meetings during the fiscal year ended December 31, 2016.
Compliance Committee.
Supports the Funds' maintenance of a strong compliance program by providing a forum for Independent Trustees to consider compliance matters impacting the Funds or their key service providers;
developing and implementing, in coordination with the CCO, a process for the review and consideration of compliance reports that are provided to the Board; and providing a designated forum for the Funds' CCO to meet with Independent Trustees on a
regular basis to discuss compliance matters. The committee held 5 meetings during the fiscal year ended December 31, 2016.
Contracts Committee.
Reviews and oversees the contractual relationships with service providers. Receives and analyzes reports covering the level and quality of services provided under contracts with the Funds and advises
the Board regarding actions taken on these contracts during the annual review process. Reviews and considers, on behalf of all Trustees, the Funds' investment advisory, subadvisory (if any), administrative services and principal underwriting
contracts to assists the Trustees in fulfilling their responsibilities relating to the Board’s evaluation and consideration of these arrangements. The committee held 6 meetings during the fiscal year ended December 31, 2016.
Executive Committee.
Acts, as needed, for the Board between meetings of the Board. The committee did not hold any meetings during the fiscal year ended December 31, 2016.
Investment Review Committee.
Reviews and oversees the management of the Funds' assets. Considers investment management policies and strategies; investment performance; risk management techniques; and securities trading practices
and reports areas of concern to the Board. The committee held 5 meetings during the fiscal year ended December 31, 2016.
Audit Committee.
Oversees the accounting and financial reporting processes of the Funds and internal controls over financial reporting. Oversees the quality and integrity of the Funds' financial statements and
independent audits as well as the Funds' compliance with legal and regulatory requirements relating to the Funds' accounting and financial reporting, internal controls over financial reporting and independent audits. The committee also makes
recommendations regarding the selection of the Funds' independent registered public accounting firm (
i.e.
, independent auditors) and reviews and
evaluates the qualifications, independence and performance of the auditor. The committee oversees the Funds' risks by, among other things, meeting with the Funds' internal auditors, establishing procedures for the confidential, anonymous submission
by employees of concerns about accounting or audit matters, and overseeing the Funds' Disclosure Controls and Procedures. This committee acts as a liaison between the independent auditors and the full Board and must prepare an audit committee
report. The committee held 7 meetings during the fiscal year ended December 31, 2016.
Beneficial Equity Ownership
The tables below show, for each
Trustee, the aggregate value of all investments in equity securities of all Funds in the Columbia Funds Complex overseen by the Trustee, including notional amounts through the Deferred Compensation Plan, where noted. The information is provided as
of December 31, 2016.
The tables only include
ownership of Columbia Funds overseen by the Trustees; the Trustees and Officers may own shares of other Columbia Funds they do not oversee. All shares of the Funds are owned by life insurance companies and Qualified Plans, and are not available for
purchase by individuals. Consequently, no Trustee owns any shares of the Funds.
Statement
of Additional Information – May 1, 2017
|
157
|
Independent Trustee Ownership
Board
Member
|
Aggregate
Dollar Range of
Equity Securities
in all Funds in the
Columbia Funds
Complex Overseen
by the Trustee
|
George
S. Batejan
|
None
|
Kathleen
Blatz
|
Over
$100,000
|
Edward
J. Boudreau Jr.
|
Over
$100,000
(a)
|
Pamela
G. Carlton
|
Over
$100,000
(a)
|
William
P. Carmichael
|
Over
$100,000
(a)
|
Patricia
M. Flynn
|
Over
$100,000
(a)
|
William
A. Hawkins
|
Over
$100,000
(a)
|
Catherine
James Paglia
|
Over
$100,000
(a)
|
Minor
M. Shaw
|
Over
$100,000
(a)(b)
|
John
G. Taft
|
None
|
Alison
Taunton-Rigby
|
Over
$100,000
(a)
|
(a)
|
Includes the value of
compensation payable under a Deferred Compensation Plan that is determined as if the amounts deferred had been invested, as of the date of deferral, in shares of one or more funds in the Columbia Funds Complex overseen by the Trustee as specified by
the Trustee.
|
(b)
|
Ms. Shaw invests in a Section
529 Plan managed by the Investment Manager that allocates assets to various open-end funds, including Columbia Funds. The amount shown in the table includes the value of her interest in this plan determined as if her investment in the plan were
invested directly in the Columbia Fund pursuant to the plan’s target allocations.
|
Interested Trustee Ownership
Board
Member
|
Aggregate
Dollar Range of
Equity Securities
in all Funds in the
Columbia Funds
Complex Overseen
by the Trustee
|
Anthony
Santomero
|
Over
$100,000
(a)
|
William
F. Truscott
|
Over
$100,000
(b)
|
(a)
|
Includes the value of
compensation payable under a Deferred Compensation Plan that is determined as if the amounts deferred had been invested, as of the date of deferral, in shares of one or more funds in the Columbia Funds Complex overseen by the Trustee as specified by
the Trustee.
|
(b)
|
Includes notional investments
through a deferred compensation account. Mr. Truscott’s deferred compensation plan is separate from that of the Independent Trustees (for these purposes, including Interested Trustees who are not affiliated persons of the Investment Manager or
Ameriprise Financial).
|
Compensation
For purposes of this section, the
term Independent Trustees includes Interested Trustees who are not affiliated persons of the Investment Manager or Ameriprise Financial.
Total compensation.
The following table shows the total compensation paid to Independent Trustees for their services from all the Funds in the Columbia Funds Complex overseen by the Trustee for the fiscal year ended
December 31, 2016.
Mr.
Truscott is not compensated for his services on the Board.
Trustees
(a)
|
Total
Cash Compensation
from Fund Complex
Paid to Trustee
(b)
|
Amount
Deferred
from Total
Compensation
(c)
|
George
Batejan
(f)
|
N/A
|
N/A
|
Kathleen
Blatz
|
$320,000
|
0
|
Statement
of Additional Information – May 1, 2017
|
158
|
Trustees
(a)
|
Total
Cash Compensation
from Fund Complex
Paid to Trustee
(b)
|
Amount
Deferred
from Total
Compensation
(c)
|
Edward
Boudreau
|
$302,500
|
$136,125
|
Pamela
Carlton
|
$320,000
|
0
|
William
Carmichael
|
$295,000
|
0
|
Patricia
Flynn
|
$290,000
|
$290,000
|
William
Hawkins
|
$410,000
|
$102,500
|
R.
Glenn Hilliard
(d)
|
$240,833
|
0
|
Catherine
Paglia
|
$320,000
|
$160,000
|
Leroy
Richie
(e)
|
$285,000
|
0
|
Anthony
Santomero
|
$300,000
|
0
|
Minor
Shaw
|
$290,000
|
$145,000
|
John
Taft
(f)
|
N/A
|
N/A
|
Alison
Taunton-Rigby
|
$305,000
|
$305,000
|
(a)
|
Trustee compensation is paid
by the Funds and is comprised of a combination of a base fee and meeting fees, with the exception of the Chair of the Board, who receives a base annual compensation. Payment of compensation is administered by a company providing limited
administrative services to the Funds and to the Board.
|
(b)
|
Includes any portion of cash
compensation Trustees elected to defer during the fiscal period.
|
(c)
|
The Trustees may elect to defer
a portion of the total cash compensation payable. Additional information regarding the Deferred Compensation Plan is described below.
|
(d)
|
Mr. Hilliard served as Trustee
until October 28, 2016, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date.
|
(e)
|
Mr. Richie served as Trustee
until December 31, 2016, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date.
|
(f)
|
Mr. Batejan and Mr. Taft each
became a Trustee effective January 1, 2017, and as such have received no compensation from the Funds or the Columbia Funds Complex prior to such date.
|
In addition to the above compensation, all
Independent Trustees receive reimbursements for reasonable expenses related to their attendance at meetings of the Board or standing committees, which are not included in the amounts shown.
Independent Trustees did not accrue any pension or
retirement benefits as part of Fund expenses, nor will they receive any annual benefits upon retirement.
Deferred Compensation
Plan
.
The Independent Trustees may elect to defer payment of up to 100% of the compensation they receive in accordance with a Deferred Compensation
Plan (the Deferred Plan). Under the Deferred Plan, a Trustee may elect to have his or her deferred compensation treated as if it had been invested in shares of one or more funds in the Columbia Funds Complex, and the amount paid to the Trustee under
the Deferred Plan will be determined based on the performance of such investments. Distributions may be taken in a lump sum or over a period of years. The Deferred Plan will remain unfunded for federal income tax purposes under the Code, and all
amounts payable under the Deferred Plan constitute a general unsecured obligation of the Funds. It is anticipated that deferral of Trustee compensation in accordance with the Deferred Plan will have, at most, a negligible impact on Fund assets and
liabilities.
The Independent
Trustees have a policy that each Trustee invests in shares of one or more of the Funds (including the Columbia closed-end funds) overseen by the Trustee (including shares held in the Deferred Compensation Plan) in an aggregate amount that is at
least equal to the annual total compensation received by the Trustee from the Columbia Fund Complex. All Independent Trustees meet this standard.
Compensation from each Fund
.
The following table shows the compensation paid to Independent Trustees from each Fund during its last fiscal year (or period), as well as the amount deferred
from each Fund, which is included in the total.
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
For
Funds with fiscal period ending December 31
|
VP
- Aggressive Portfolio
|
N/A
|
$4,079
|
$3,983
|
$4,079
|
$3,752
|
$3,685
|
$5,308
|
$3,197
|
$4,113
|
$3,685
|
$3,952
|
$3,752
|
N/A
|
$3,879
|
Statement
of Additional Information – May 1, 2017
|
159
|
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
Amount
Deferred
|
N/A
|
$0
|
$1,793
|
$0
|
$0
|
$3,685
|
$1,258
|
$0
|
$2,040
|
$0
|
$0
|
$1,876
|
N/A
|
$3,879
|
VP
- American Century Diversified Bond Fund
|
N/A
|
$5,677
|
$5,545
|
$5,677
|
$5,219
|
$5,124
|
$7,375
|
$4,436
|
$5,723
|
$5,124
|
$5,501
|
$5,219
|
N/A
|
$5,396
|
Amount
Deferred
|
N/A
|
$0
|
$2,495
|
$0
|
$0
|
$5,124
|
$1,748
|
$0
|
$2,838
|
$0
|
$0
|
$2,610
|
N/A
|
$5,396
|
VP
- Balanced Fund
|
N/A
|
$1,965
|
$1,918
|
$1,965
|
$1,805
|
$1,774
|
$2,555
|
$1,522
|
$1,982
|
$1,774
|
$1,902
|
$1,805
|
N/A
|
$1,868
|
Amount
Deferred
|
N/A
|
$0
|
$863
|
$0
|
$0
|
$1,774
|
$606
|
$0
|
$983
|
$0
|
$0
|
$903
|
N/A
|
$1,868
|
VP
- BlackRock Global Inflation-Protected Securities Fund
|
N/A
|
$1,011
|
$987
|
$1,011
|
$929
|
$913
|
$1,315
|
$788
|
$1,019
|
$913
|
$979
|
$929
|
N/A
|
$960
|
Amount
Deferred
|
N/A
|
$0
|
$444
|
$0
|
$0
|
$913
|
$312
|
$0
|
$505
|
$0
|
$0
|
$464
|
N/A
|
$960
|
VP
- CenterSquare Real Estate Fund
|
N/A
|
$1,182
|
$1,150
|
$1,182
|
$1,085
|
$1,068
|
$1,537
|
$901
|
$1,191
|
$1,068
|
$1,140
|
$1,085
|
N/A
|
$1,127
|
Amount
Deferred
|
N/A
|
$0
|
$518
|
$0
|
$0
|
$1,068
|
$364
|
$0
|
$591
|
$0
|
$0
|
$543
|
N/A
|
$1,127
|
VP
- Columbia Wanger International Equities Fund
|
N/A
|
$1,031
|
$1,009
|
$1,031
|
$954
|
$935
|
$1,346
|
$820
|
$1,039
|
$935
|
$1,001
|
$954
|
N/A
|
$983
|
Amount
Deferred
|
N/A
|
$0
|
$454
|
$0
|
$0
|
$935
|
$319
|
$0
|
$515
|
$0
|
$0
|
$477
|
N/A
|
$983
|
VP
- Commodity Strategy Fund
|
N/A
|
$1,062
|
$1,031
|
$1,062
|
$974
|
$960
|
$1,375
|
$778
|
$1,070
|
$960
|
$1,020
|
$974
|
N/A
|
$1,016
|
Amount
Deferred
|
N/A
|
$0
|
$464
|
$0
|
$0
|
$960
|
$326
|
$0
|
$531
|
$0
|
$0
|
$487
|
N/A
|
$1,016
|
VP
- Conservative Portfolio
|
N/A
|
$2,561
|
$2,500
|
$2,561
|
$2,353
|
$2,311
|
$3,327
|
$1,988
|
$2,583
|
$2,311
|
$2,480
|
$2,353
|
N/A
|
$2,435
|
Amount
Deferred
|
N/A
|
$0
|
$1,125
|
$0
|
$0
|
$2,311
|
$788
|
$0
|
$1,281
|
$0
|
$0
|
$1,176
|
N/A
|
$2,435
|
VP
- Core Equity Fund
|
N/A
|
$1,068
|
$1,044
|
$1,068
|
$982
|
$965
|
$1,391
|
$833
|
$1,078
|
$965
|
$1,035
|
$982
|
N/A
|
$1,015
|
Amount
Deferred
|
N/A
|
$0
|
$470
|
$0
|
$0
|
$965
|
$330
|
$0
|
$534
|
$0
|
$0
|
$491
|
N/A
|
$1,015
|
VP
- DFA International Value Fund
|
N/A
|
$3,089
|
$3,014
|
$3,089
|
$2,838
|
$2,790
|
$4,016
|
$2,396
|
$3,115
|
$2,790
|
$2,989
|
$2,838
|
N/A
|
$2,937
|
Amount
Deferred
|
N/A
|
$0
|
$1,356
|
$0
|
$0
|
$2,790
|
$952
|
$0
|
$1,545
|
$0
|
$0
|
$1,419
|
N/A
|
$2,937
|
VP
- Disciplined Core Fund
|
N/A
|
$5,841
|
$5,697
|
$5,841
|
$5,353
|
$5,266
|
$7,589
|
$4,493
|
$5,890
|
$5,266
|
$5,648
|
$5,353
|
N/A
|
$5,547
|
Amount
Deferred
|
N/A
|
$0
|
$2,564
|
$0
|
$0
|
$5,266
|
$1,798
|
$0
|
$2,921
|
$0
|
$0
|
$2,677
|
N/A
|
$5,547
|
Statement
of Additional Information – May 1, 2017
|
160
|
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
VP
- Dividend Opportunity Fund
|
N/A
|
$2,782
|
$2,716
|
$2,782
|
$2,556
|
$2,511
|
$3,618
|
$2,165
|
$2,805
|
$2,511
|
$2,694
|
$2,556
|
N/A
|
$2,644
|
Amount
Deferred
|
N/A
|
$0
|
$1,222
|
$0
|
$0
|
$2,511
|
$857
|
$0
|
$1,391
|
$0
|
$0
|
$1,278
|
N/A
|
$2,644
|
VP
- Eaton Vance Floating-Rate Income Fund
|
N/A
|
$992
|
$969
|
$992
|
$912
|
$896
|
$1,291
|
$772
|
$1,001
|
$896
|
$961
|
$912
|
N/A
|
$943
|
Amount
Deferred
|
N/A
|
$0
|
$436
|
$0
|
$0
|
$896
|
$306
|
$0
|
$496
|
$0
|
$0
|
$456
|
N/A
|
$943
|
VP
- Emerging Markets Bond Fund
|
N/A
|
$988
|
$965
|
$988
|
$907
|
$892
|
$1,285
|
$766
|
$996
|
$892
|
$957
|
$907
|
N/A
|
$939
|
Amount
Deferred
|
N/A
|
$0
|
$434
|
$0
|
$0
|
$892
|
$305
|
$0
|
$494
|
$0
|
$0
|
$454
|
N/A
|
$939
|
VP
- Emerging Markets Fund
|
N/A
|
$1,777
|
$1,739
|
$1,777
|
$1,651
|
$1,617
|
$2,324
|
$1,430
|
$1,790
|
$1,617
|
$1,727
|
$1,651
|
N/A
|
$1,701
|
Amount
Deferred
|
N/A
|
$0
|
$783
|
$0
|
$0
|
$1,617
|
$551
|
$0
|
$888
|
$0
|
$0
|
$826
|
N/A
|
$1,701
|
VP
- Global Bond Fund
|
N/A
|
$1,057
|
$1,033
|
$1,057
|
$972
|
$955
|
$1,376
|
$826
|
$1,066
|
$955
|
$1,024
|
$972
|
N/A
|
$1,005
|
Amount
Deferred
|
N/A
|
$0
|
$465
|
$0
|
$0
|
$955
|
$326
|
$0
|
$529
|
$0
|
$0
|
$486
|
N/A
|
$1,005
|
VP
- Government Money Market Fund
|
N/A
|
$1,290
|
$1,261
|
$1,290
|
$1,188
|
$1,166
|
$1,676
|
$1,013
|
$1,300
|
$1,166
|
$1,251
|
$1,188
|
N/A
|
$1,227
|
Amount
Deferred
|
N/A
|
$0
|
$567
|
$0
|
$0
|
$1,166
|
$397
|
$0
|
$645
|
$0
|
$0
|
$594
|
N/A
|
$1,227
|
VP
- High Yield Bond Fund
|
N/A
|
$1,368
|
$1,336
|
$1,368
|
$1,258
|
$1,236
|
$1,780
|
$1,066
|
$1,380
|
$1,236
|
$1,325
|
$1,258
|
N/A
|
$1,301
|
Amount
Deferred
|
N/A
|
$0
|
$601
|
$0
|
$0
|
$1,236
|
$422
|
$0
|
$684
|
$0
|
$0
|
$629
|
N/A
|
$1,301
|
VP
- Income Opportunities Fund
|
N/A
|
$1,397
|
$1,367
|
$1,397
|
$1,293
|
$1,269
|
$1,821
|
$1,115
|
$1,410
|
$1,269
|
$1,357
|
$1,293
|
N/A
|
$1,333
|
Amount
Deferred
|
N/A
|
$0
|
$615
|
$0
|
$0
|
$1,269
|
$432
|
$0
|
$699
|
$0
|
$0
|
$647
|
N/A
|
$1,333
|
VP
- Intermediate Bond Fund
|
N/A
|
$6,816
|
$6,656
|
$6,816
|
$6,263
|
$6,150
|
$8,852
|
$5,317
|
$6,873
|
$6,150
|
$6,602
|
$6,263
|
N/A
|
$6,477
|
Amount
Deferred
|
N/A
|
$0
|
$2,995
|
$0
|
$0
|
$6,150
|
$2,098
|
$0
|
$3,408
|
$0
|
$0
|
$3,132
|
N/A
|
$6,477
|
VP
- Jennison Mid Cap Growth Fund
|
N/A
|
$1,195
|
$1,165
|
$1,195
|
$1,094
|
$1,077
|
$1,553
|
$911
|
$1,204
|
$1,077
|
$1,154
|
$1,094
|
N/A
|
$1,135
|
Amount
Deferred
|
N/A
|
$0
|
$524
|
$0
|
$0
|
$1,077
|
$368
|
$0
|
$597
|
$0
|
$0
|
$547
|
N/A
|
$1,135
|
VP
- Large Cap Growth Fund
|
N/A
|
$2,428
|
$2,371
|
$2,428
|
$2,231
|
$2,193
|
$3,158
|
$1,890
|
$2,449
|
$2,193
|
$2,351
|
$2,231
|
N/A
|
$2,308
|
Amount
Deferred
|
N/A
|
$0
|
$1,067
|
$0
|
$0
|
$2,193
|
$748
|
$0
|
$1,214
|
$0
|
$0
|
$1,116
|
N/A
|
$2,308
|
Statement
of Additional Information – May 1, 2017
|
161
|
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
VP
- Large Cap Index Fund
|
N/A
|
$1,214
|
$1,186
|
$1,214
|
$1,116
|
$1,096
|
$1,580
|
$943
|
$1,225
|
$1,096
|
$1,176
|
$1,116
|
N/A
|
$1,154
|
Amount
Deferred
|
N/A
|
$0
|
$534
|
$0
|
$0
|
$1,096
|
$374
|
$0
|
$607
|
$0
|
$0
|
$558
|
N/A
|
$1,154
|
VP
- Limited Duration Credit Fund
|
N/A
|
$1,875
|
$1,831
|
$1,875
|
$1,724
|
$1,693
|
$2,438
|
$1,462
|
$1,891
|
$1,693
|
$1,816
|
$1,724
|
N/A
|
$1,783
|
Amount
Deferred
|
N/A
|
$0
|
$824
|
$0
|
$0
|
$1,693
|
$578
|
$0
|
$938
|
$0
|
$0
|
$862
|
N/A
|
$1,783
|
VP
- Loomis Sayles Growth Fund
|
N/A
|
$3,588
|
$3,496
|
$3,588
|
$3,281
|
$3,229
|
$4,647
|
$2,754
|
$3,619
|
$3,229
|
$3,467
|
$3,281
|
N/A
|
$3,402
|
Amount
Deferred
|
N/A
|
$0
|
$1,573
|
$0
|
$0
|
$3,229
|
$1,101
|
$0
|
$1,794
|
$0
|
$0
|
$1,640
|
N/A
|
$3,402
|
VP
- Los Angeles Capital Large Cap Growth Fund
|
N/A
|
$2,224
|
$2,175
|
$2,224
|
$2,051
|
$2,013
|
$2,901
|
$1,767
|
$2,243
|
$2,013
|
$2,159
|
$2,051
|
N/A
|
$2,116
|
Amount
Deferred
|
N/A
|
$0
|
$979
|
$0
|
$0
|
$2,013
|
$687
|
$0
|
$1,112
|
$0
|
$0
|
$1,025
|
N/A
|
$2,116
|
VP
- MFS Blended Research Core Equity Fund
|
N/A
|
$2,765
|
$2,700
|
$2,765
|
$2,543
|
$2,498
|
$3,598
|
$2,158
|
$2,788
|
$2,498
|
$2,678
|
$2,543
|
N/A
|
$2,630
|
Amount
Deferred
|
N/A
|
$0
|
$1,215
|
$0
|
$0
|
$2,498
|
$853
|
$0
|
$1,383
|
$0
|
$0
|
$1,271
|
N/A
|
$2,630
|
VP
- MFS Value Fund
|
N/A
|
$3,121
|
$3,044
|
$3,121
|
$2,862
|
$2,813
|
$4,054
|
$2,419
|
$3,147
|
$2,813
|
$3,020
|
$2,862
|
N/A
|
$2,963
|
Amount
Deferred
|
N/A
|
$0
|
$1,370
|
$0
|
$0
|
$2,813
|
$961
|
$0
|
$1,561
|
$0
|
$0
|
$1,431
|
N/A
|
$2,963
|
VP
- Mid Cap Growth Fund
|
N/A
|
$1,254
|
$1,223
|
$1,254
|
$1,150
|
$1,131
|
$1,631
|
$964
|
$1,264
|
$1,131
|
$1,213
|
$1,150
|
N/A
|
$1,191
|
Amount
Deferred
|
N/A
|
$0
|
$550
|
$0
|
$0
|
$1,131
|
$386
|
$0
|
$627
|
$0
|
$0
|
$575
|
N/A
|
$1,191
|
VP
- Mid Cap Value Fund
|
N/A
|
$1,068
|
$1,042
|
$1,068
|
$978
|
$963
|
$1,389
|
$818
|
$1,077
|
$963
|
$1,032
|
$978
|
N/A
|
$1,014
|
Amount
Deferred
|
N/A
|
$0
|
$469
|
$0
|
$0
|
$963
|
$329
|
$0
|
$534
|
$0
|
$0
|
$489
|
N/A
|
$1,014
|
VP
- Moderate Portfolio
|
N/A
|
$23,004
|
$22,458
|
$23,004
|
$21,159
|
$20,779
|
$29,904
|
$17,977
|
$23,192
|
$20,779
|
$22,279
|
$21,159
|
N/A
|
$21,884
|
Amount
Deferred
|
N/A
|
$0
|
$10,106
|
$0
|
$0
|
$20,779
|
$7,087
|
$0
|
$11,502
|
$0
|
$0
|
$10,579
|
N/A
|
$21,884
|
VP
- Moderately Aggressive Portfolio
|
N/A
|
$11,770
|
$11,494
|
$11,770
|
$10,831
|
$10,635
|
$15,311
|
$9,234
|
$11,867
|
$10,635
|
$11,404
|
$10,831
|
N/A
|
$11,197
|
Amount
Deferred
|
N/A
|
$0
|
$5,172
|
$0
|
$0
|
$10,635
|
$3,628
|
$0
|
$5,885
|
$0
|
$0
|
$5,415
|
N/A
|
$11,197
|
VP
- Moderately Conservative Portfolio
|
N/A
|
$5,276
|
$5,151
|
$5,276
|
$4,852
|
$4,765
|
$6,858
|
$4,115
|
$5,319
|
$4,765
|
$5,109
|
$4,852
|
N/A
|
$5,018
|
Amount
Deferred
|
N/A
|
$0
|
$2,318
|
$0
|
$0
|
$4,765
|
$1,625
|
$0
|
$2,638
|
$0
|
$0
|
$2,426
|
N/A
|
$5,018
|
Statement
of Additional Information – May 1, 2017
|
162
|
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
VP
- Morgan Stanley Advantage Fund
|
N/A
|
$2,090
|
$2,042
|
$2,090
|
$1,924
|
$1,890
|
$2,723
|
$1,635
|
$2,107
|
$1,890
|
$2,025
|
$1,924
|
N/A
|
$1,989
|
Amount
Deferred
|
N/A
|
$0
|
$919
|
$0
|
$0
|
$1,890
|
$645
|
$0
|
$1,045
|
$0
|
$0
|
$962
|
N/A
|
$1,989
|
VP
- MV Moderate Growth Fund
|
N/A
|
$14,258
|
$13,905
|
$14,258
|
$13,084
|
$12,862
|
$18,511
|
$10,947
|
$14,373
|
$12,862
|
$13,784
|
$13,084
|
N/A
|
$13,558
|
Amount
Deferred
|
N/A
|
$0
|
$6,257
|
$0
|
$0
|
$12,862
|
$4,387
|
$0
|
$7,129
|
$0
|
$0
|
$6,542
|
N/A
|
$13,558
|
VP
- Oppenheimer International Growth Fund
|
N/A
|
$3,427
|
$3,344
|
$3,427
|
$3,151
|
$3,096
|
$4,457
|
$2,668
|
$3,455
|
$3,096
|
$3,317
|
$3,151
|
N/A
|
$3,261
|
Amount
Deferred
|
N/A
|
$0
|
$1,505
|
$0
|
$0
|
$3,096
|
$1,056
|
$0
|
$1,713
|
$0
|
$0
|
$1,576
|
N/A
|
$3,261
|
VP
- Partners Core Bond Fund
|
N/A
|
$4,686
|
$4,576
|
$4,686
|
$4,309
|
$4,231
|
$6,086
|
$3,650
|
$4,724
|
$4,231
|
$4,539
|
$4,309
|
N/A
|
$4,457
|
Amount
Deferred
|
N/A
|
$0
|
$2,059
|
$0
|
$0
|
$4,231
|
$1,442
|
$0
|
$2,343
|
$0
|
$0
|
$2,155
|
N/A
|
$4,457
|
VP
- Partners Small Cap Growth Fund
|
N/A
|
$1,534
|
$1,498
|
$1,534
|
$1,408
|
$1,384
|
$1,996
|
$1,194
|
$1,547
|
$1,384
|
$1,486
|
$1,408
|
N/A
|
$1,456
|
Amount
Deferred
|
N/A
|
$0
|
$674
|
$0
|
$0
|
$1,384
|
$473
|
$0
|
$767
|
$0
|
$0
|
$704
|
N/A
|
$1,456
|
VP
- Partners Small Cap Value Fund
|
N/A
|
$1,901
|
$1,861
|
$1,901
|
$1,757
|
$1,723
|
$2,483
|
$1,514
|
$1,918
|
$1,723
|
$1,847
|
$1,757
|
N/A
|
$1,811
|
Amount
Deferred
|
N/A
|
$0
|
$838
|
$0
|
$0
|
$1,723
|
$588
|
$0
|
$951
|
$0
|
$0
|
$878
|
N/A
|
$1,811
|
VP
- Pyramis International Equity Fund
|
N/A
|
$3,378
|
$3,296
|
$3,378
|
$3,105
|
$3,052
|
$4,393
|
$2,623
|
$3,405
|
$3,052
|
$3,269
|
$3,105
|
N/A
|
$3,214
|
Amount
Deferred
|
N/A
|
$0
|
$1,483
|
$0
|
$0
|
$3,052
|
$1,041
|
$0
|
$1,689
|
$0
|
$0
|
$1,553
|
N/A
|
$3,214
|
VP
- Select International Equity Fund
|
N/A
|
$1,683
|
$1,637
|
$1,683
|
$1,524
|
$1,505
|
$2,170
|
$1,256
|
$1,699
|
$1,505
|
$1,622
|
$1,524
|
N/A
|
$1,585
|
Amount
Deferred
|
N/A
|
$0
|
$737
|
$0
|
$0
|
$1,505
|
$514
|
$0
|
$841
|
$0
|
$0
|
$762
|
N/A
|
$1,585
|
VP
- Select Large-Cap Value Fund
|
N/A
|
$1,770
|
$1,728
|
$1,770
|
$1,626
|
$1,598
|
$2,306
|
$1,364
|
$1,784
|
$1,598
|
$1,712
|
$1,626
|
N/A
|
$1,683
|
Amount
Deferred
|
N/A
|
$0
|
$778
|
$0
|
$0
|
$1,598
|
$546
|
$0
|
$885
|
$0
|
$0
|
$813
|
N/A
|
$1,683
|
VP
- Select Smaller-Cap Value Fund
|
N/A
|
$1,014
|
$990
|
$1,014
|
$932
|
$916
|
$1,320
|
$795
|
$1,023
|
$916
|
$983
|
$932
|
N/A
|
$963
|
Amount
Deferred
|
N/A
|
$0
|
$446
|
$0
|
$0
|
$916
|
$313
|
$0
|
$507
|
$0
|
$0
|
$466
|
N/A
|
$963
|
VP
- Seligman Global Technology Fund
|
N/A
|
$941
|
$920
|
$941
|
$867
|
$851
|
$1,228
|
$738
|
$949
|
$851
|
$912
|
$867
|
N/A
|
$895
|
Amount
Deferred
|
N/A
|
$0
|
$414
|
$0
|
$0
|
$851
|
$291
|
$0
|
$470
|
$0
|
$0
|
$433
|
N/A
|
$895
|
Statement
of Additional Information – May 1, 2017
|
163
|
Fund
|
Aggregate
Compensation from Fund
Independent Trustees
|
Batejan
(a)
|
Blatz
|
Boudreau
|
Carlton
|
Carmichael
|
Flynn
|
Hawkins
|
Hilliard
(b)
|
Paglia
|
Richie
(c)
|
Santomero
|
Shaw
|
Taft
(a)
|
Taunton-Rigby
|
VP
- T. Rowe Price Large Cap Value Fund
|
N/A
|
$3,065
|
$2,991
|
$3,065
|
$2,815
|
$2,766
|
$3,985
|
$2,370
|
$3,090
|
$2,766
|
$2,966
|
$2,815
|
N/A
|
$2,914
|
Amount
Deferred
|
N/A
|
$0
|
$1,346
|
$0
|
$0
|
$2,766
|
$944
|
$0
|
$1,532
|
$0
|
$0
|
$1,407
|
N/A
|
$2,914
|
VP
- TCW Core Plus Bond Fund
|
N/A
|
$4,406
|
$4,302
|
$4,406
|
$4,053
|
$3,979
|
$5,723
|
$3,436
|
$4,442
|
$3,979
|
$4,268
|
$4,053
|
N/A
|
$4,191
|
Amount
Deferred
|
N/A
|
$0
|
$1,936
|
$0
|
$0
|
$3,979
|
$1,356
|
$0
|
$2,203
|
$0
|
$0
|
$2,026
|
N/A
|
$4,191
|
VP
- U.S. Equities Fund
|
N/A
|
$2,131
|
$2,084
|
$2,131
|
$1,971
|
$1,933
|
$2,783
|
$1,688
|
$2,147
|
$1,933
|
$2,067
|
$1,971
|
N/A
|
$2,034
|
Amount
Deferred
|
N/A
|
$0
|
$938
|
$0
|
$0
|
$1,933
|
$660
|
$0
|
$1,065
|
$0
|
$0
|
$985
|
N/A
|
$2,034
|
VP
- U.S. Government Mortgage Fund
|
N/A
|
$2,380
|
$2,325
|
$2,380
|
$2,190
|
$2,150
|
$3,094
|
$1,870
|
$2,399
|
$2,150
|
$2,307
|
$2,190
|
N/A
|
$2,263
|
Amount
Deferred
|
N/A
|
$0
|
$1,046
|
$0
|
$0
|
$2,150
|
$733
|
$0
|
$1,190
|
$0
|
$0
|
$1,095
|
N/A
|
$2,263
|
VP
- Victory Sycamore Established Value Fund
|
N/A
|
$1,209
|
$1,179
|
$1,209
|
$1,107
|
$1,090
|
$1,572
|
$918
|
$1,219
|
$1,090
|
$1,168
|
$1,107
|
N/A
|
$1,148
|
Amount
Deferred
|
N/A
|
$0
|
$530
|
$0
|
$0
|
$1,090
|
$372
|
$0
|
$605
|
$0
|
$0
|
$554
|
N/A
|
$1,148
|
VP
- Wells Fargo Short Duration Government Fund
|
N/A
|
$2,162
|
$2,112
|
$2,162
|
$1,990
|
$1,953
|
$2,811
|
$1,695
|
$2,180
|
$1,953
|
$2,096
|
$1,990
|
N/A
|
$2,056
|
Amount
Deferred
|
N/A
|
$0
|
$950
|
$0
|
$0
|
$1,953
|
$666
|
$0
|
$1,081
|
$0
|
$0
|
$995
|
N/A
|
$2,056
|
(a)
|
Mr. Batejan and Mr. Taft each
became a Trustee effective January 1, 2017, and as such have received no compensation from the Funds or the Columbia Funds Complex prior to such date.
|
(b)
|
Mr. Hilliard served as Trustee
until October 28, 2016, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date.
|
(c)
|
Mr. Richie served as Trustee
until December 31, 2016, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date.
|
Statement
of Additional Information – May 1, 2017
|
164
|
BROKERAGE ALLOCATION AND RELATED
PRACTICES
General Brokerage Policy, Brokerage
Transactions and Broker Selection
Subject to policies established by
the Board, as well as the terms of the Management Agreement and Subadvisory Agreement, as applicable, the Investment Manager (and/or the investment subadviser(s) who makes the day-to-day investment decisions for all or a portion of a Fund’s
net assets) is responsible for decisions to buy and sell securities and other instruments and assets for a Fund, for the selection of broker-dealers, for the execution of a Fund’s transactions and for the allocation of brokerage commissions in
connection with such transactions. The Investment Manager effects transactions for the Fund consistent with its duty to seek best execution of client (including Fund) orders under the circumstances of the particular transaction. Purchases and sales
of securities on a securities exchange are effected through broker-dealers who charge negotiated commissions for their services. Orders may be directed to any broker-dealer to the extent and in the manner permitted by applicable law and by the
policies and procedures of the Investment Manager and/or any investment subadvisers.
In the over-the-counter market, securities generally
are traded on a “net” basis with dealers acting as principals for their own accounts without stated commissions, although the price of a security usually includes a profit to the dealer. In underwritten offerings, securities are bought
at a fixed price that includes an amount of compensation to the underwriter, generally referred to as the underwriter’s “concession” or “discount.” On occasion, certain money market instruments may be bought directly
from an issuer, in which case no commissions or discounts are paid.
The Investment Manager effects security transactions
for the Funds consistent with its duty to seek best execution of client (including the Funds) orders under the circumstances of the particular transaction. In seeking such execution, the Investment Manager will use its best judgment in evaluating
the terms of a transaction, and will give consideration to various relevant factors, including, without limitation, the size and type of the transaction, the nature and character of the market for the security or other instrument or asset, the
confidentiality, speed and certainty of effective execution required for the transaction, the general execution and operational capabilities of the broker-dealer, the reputation, reliability, experience and financial condition of the broker-dealer,
the value and quality of the services rendered by the broker-dealer in this instance and other transactions and the reasonableness of the spread or commission, if any. Research services received from broker-dealers supplement the Investment
Manager’s own research and may include the following types of information: statistical and background information on industry groups and individual companies; forecasts and interpretations with respect to U.S. and foreign economies,
securities, markets, specific industry groups and individual companies; information on political developments; Fund management strategies; performance information on securities and other instruments and assets and information concerning prices of
same; and information supplied by specialized services to the Investment Manager and to the Board with respect to the performance, investment activities and fees and expenses of other funds. Such information may be communicated electronically,
orally or in written form.
Broker-dealers may,
from time to time, arrange meetings with management of companies and provide access to consultants who supply research information. The outside research is useful to the Investment Manager since, in certain instances, the broker-dealers utilized by
the Investment Manager may follow a different universe of issuers and other matters than those that the Investment Manager’s staff follow. In addition, this research provides the Investment Manager with a different perspective on investment
matters, even if the securities research obtained relates to issuers followed by the Investment Manager.
Research services that are provided to the
Investment Manager by broker-dealers are available for the benefit of all accounts managed or advised by the Investment Manager. In some cases, the research services are available only from the broker-dealer providing such services. In other cases,
the research services may be obtainable from alternative sources. Broker-dealer research typically supplements rather than replaces the Investment Manager’s own research, tending to improve the quality of its investment advice. However, to the
extent that the Investment Manager would have bought any such research services had such services not been provided by broker-dealers, the expenses of such services to the Investment Manager could be considered to have been reduced accordingly.
Certain research services furnished by broker-dealers may be useful to the clients of the Investment Manager other than the Funds. Conversely, any research services received by the Investment Manager through the placement of transactions of other
clients may be of value to the Investment Manager in fulfilling its obligations to the Funds. The Investment Manager is of the opinion that this material is beneficial in supplementing its research and analysis; and, therefore, it may benefit the
Funds by improving the quality of the Investment Manager’s investment advice. The advisory fees paid by the Funds are not reduced because the Investment Manager receives such services.
Under Section 28(e) of the 1934 Act, the Investment
Manager shall not be “deemed to have acted unlawfully or to have breached its fiduciary duty” solely because under certain circumstances it has caused the account to pay a higher commission than the lowest available. To obtain the
benefit of Section 28(e), the Investment Manager must make a good faith determination that the commissions paid are “reasonable in relation to the value of the brokerage and research services provided by such member, broker, or dealer, viewed
in terms of either that particular transaction or his overall responsibilities with respect to the accounts as to which he exercises investment discretion.” Accordingly, the price to a Fund in any transaction may be less favorable than
Statement
of Additional Information – May 1, 2017
|
165
|
that available from another broker-dealer if the difference is
reasonably justified by other aspects of the portfolio execution services offered. Some broker-dealers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting
concessions by the Investment Manager’s clients, including the Funds.
The Investment Manager does not
consider sales of shares of the Funds as a factor in the selection of broker-dealers through which to execute securities transactions on behalf of the Funds. On a periodic basis, the Investment Manager makes a comprehensive review of the
broker-dealers and the overall reasonableness of their commissions, which evaluates execution, operational efficiency, and research services. Certain limited reviews are also conducted by an independent third-party evaluator.
Commission rates are established pursuant to
negotiations with broker-dealers based on the quality and quantity of execution services provided by broker-dealers in light of generally prevailing rates. On exchanges on which commissions are negotiated, the cost of transactions may vary among
different broker-dealers. Transactions on foreign stock exchanges involve payment of brokerage commissions that generally are fixed. Transactions in both foreign and domestic over-the-counter markets generally are principal transactions with
dealers, and the costs of such transactions involve dealer spreads rather than brokerage commissions. With respect to over-the-counter transactions, the Investment Manager, where possible, will deal directly with dealers who make a market in the
securities involved, except in those circumstances in which better prices and execution are available elsewhere.
The Investment Manager or a subadviser, if
applicable, may use step-out transactions. A “step-out” is an arrangement in which the Investment Manager or subadviser executes a trade through one broker-dealer but instructs that broker-dealer to step-out all or a part of the trade to
another broker-dealer. The second broker-dealer will clear and settle, and receive commissions for, the stepped-out portion. The Investment Manager or subadviser may receive research products and services in connection with step-out
transactions.
Use of Fund commissions may
create potential conflicts of interest between the Investment Manager or subadviser and a Fund. However, the Investment Manager and each subadviser has policies and procedures in place intended to mitigate these conflicts and ensure that the use of
fund commissions falls within the “safe harbor” of Section 28(e) of the 1934 Act. Some products and services may be used for both investment decision-making and non-investment decision-making purposes (“mixed use” items). The
Investment Manager and each subadviser, to the extent it has mixed use items, has procedures in place to assure that Fund commissions pay only for the investment decision-making portion of a mixed-use item.
Some broker-dealers with whom the Investment
Manager’s Fixed Income Department executes trades provide the Fixed Income Department with proprietary research products and services, though the Fixed Income Department does not put in place any client commission arrangements with such
broker-dealers. However, such research may be considered by the Fixed Income Department when determining which broker-dealers to include on its approved broker-dealer list. It is the Investment Manager’s policy not to execute a fixed income
trade with a broker-dealer at a lower bid/higher offer than that provided by another broker-dealer in consideration of the value of research products and services received by the Fixed Income Department.
In certain instances, there may be securities that
are suitable for a Fund as well as for one or more of the other clients of the Investment Manager. Investment decisions for the Funds and for the Investment Manager’s other clients are made with the goal of achieving their respective
investment objectives. A particular security may be bought or sold for only one client even though it may be held by, or bought or sold for, other clients. Likewise, a particular security may be bought for one or more clients when one or more other
clients are selling that same security. Some simultaneous transactions are inevitable when a number of accounts receive investment advice from the same investment adviser, particularly when the same security is suitable for the investment objectives
of more than one client. When two or more clients are engaged simultaneously in the purchase or sale of the same security, the securities are allocated among clients in a manner believed to be equitable to each. In some cases, this policy could have
a detrimental effect on the price or volume of the security in a particular transaction that may affect the Funds.
The Investment Manager operates several separate
trading desks in different geographic locations in the United States. The trading desks support different portfolio management teams managing a variety of accounts and products. Nevertheless, the equity desks are functionally and operationally
integrated so as to operate as one virtual desk. The fixed income desks, however, function and operate separately but can provide support to each other to assure the continuation of services if necessary. By operating the fixed income trading desks
in this manner, the Funds may forego certain opportunities including the aggregation of trades across accounts that trade on different trading desks, which could result in one trading desk competing with another in the market for similar trades. In
addition, it is possible that the separate fixed income trading desks may be on opposite sides of a trade at the same time. While the trading desks operate in several locations, the desks do have linkages in oversight and reporting lines and are
generally conducted under similar policies and procedures. In addition, certain fixed income portfolio managers currently have the authority to execute trades themselves.
As the Investment Manager seeks to enhance its
investment capabilities and services to its clients, including the Funds, the Investment Manager may engage certain of its investment advisory affiliates (Participating Affiliates) around the world to provide a variety of services. For example, the
Investment Manager may engage Participating Affiliates and their personnel to
Statement
of Additional Information – May 1, 2017
|
166
|
provide (jointly or in coordination with the Investment Manager)
services relating to client relations, investment monitoring, account administration, trading and discretionary investment management (including portfolio management and risk management) to certain accounts the Investment Manager manages, including
the Funds, other pooled vehicles and separately managed accounts. In some circumstances, a Participating Affiliate may delegate responsibility for providing those services to another Participating Affiliate. In addition, the Investment Manager may
provide certain similar services to its Participating Affiliates for accounts they manage.
The Investment Manager believes that harnessing the
collective expertise of the firm and its Participating Affiliates will benefit its clients. In this regard, the Investment Manager has certain portfolio management and client servicing teams at both the firm and at Participating Affiliates (through
subadvisory or other intercompany arrangements) operating jointly to provide a better client experience. These joint teams use expanded and shared capabilities that the Investment Manager and its Participating Affiliates provide, including the
sharing of research and other information by investment personnel (
e.g.
, portfolio managers and analysts) across the firm and at its Participating Affiliates relating to economic perspectives, market analysis
and equity and fixed income securities analysis.
Participating Affiliates may provide certain
advisory and trading-related services to certain of the Investment Manager’s accounts, including the Funds. The Investment Manager may also provide similar services to certain accounts of Participating Affiliates. The Investment Manager
believes that local trading in certain local markets will benefit its clients, including the Funds. However, such services may result in potential conflicts of interest to such accounts.
The Investment Manager has portfolio management
teams in its multiple geographic locations that may share research information regarding leveraged loans. The Investment Manager operates separate and independent trading desks in these locations for the purpose of purchasing and selling leveraged
loans. As a result, the Investment Manager does not aggregate orders in leveraged loans across portfolio management teams. For example, funds and other client accounts being managed by these portfolio management teams may purchase and sell the same
leveraged loan in the secondary market on the same day at different times and at different prices. There is also the potential for a particular account or group of accounts, including a Fund, to forego an opportunity or to receive a different
allocation (either larger or smaller) than might otherwise be obtained if the Investment Manager were to aggregate trades in leveraged loans across the portfolio management teams. Although the Investment Manager does not aggregate orders in
leveraged loans across its portfolio management teams in the multiple geographic locations, it operates in this structure subject to its duty to seek best execution.
The Funds may participate, if and when practicable,
in bidding for the purchase of portfolio securities directly from an issuer in order to take advantage of the lower purchase price available to members of a bidding group. A Fund will engage in this practice, however, only when the Investment
Manager, in its sole discretion, believes such practice to be otherwise in such Fund’s interests.
The Funds will not execute portfolio transactions
through, or buy or sell portfolio securities from or to the Investment Manager and its affiliates acting as principal (including repurchase and reverse repurchase agreements), except to the extent permitted by applicable law, regulation or order.
However, the Investment Manager is authorized to allocate buy and sell orders for portfolio securities to certain broker-dealers and financial institutions, including, in the case of agency transactions, broker-dealers and financial institutions
that are affiliated with Ameriprise Financial. To the extent that a Fund executes any securities trades with an affiliate of Ameriprise Financial, such Fund does so in conformity with Rule 17e-1 under the 1940 Act and the procedures that such Fund
has adopted pursuant to the rule. In this regard, for each transaction, the Board will determine that the transaction is effected in accordance with the Funds’ Rule 17e-1 procedures, which require: (i) the transaction resulted in prices for
and execution of securities transactions at least as favorable to the particular Fund as those likely to be derived from a non-affiliated qualified broker-dealer; (ii) the affiliated broker-dealer charged the Fund commission rates consistent with
those charged by the affiliated broker-dealer in similar transactions to clients comparable to the Fund and that are not affiliated with the broker-dealer in question; and (iii) the fees, commissions or other remuneration paid by the Fund did not
exceed 2% of the sales price of the securities if the sale was effected in connection with a secondary distribution, or 1% of the purchase or sale price of such securities if effected in other than a secondary distribution.
Certain affiliates of Ameriprise Financial may have
deposit, loan or commercial banking relationships with the corporate users of facilities financed by industrial development revenue bonds or private activity bonds bought by certain of the Funds. Ameriprise Financial or certain of its affiliates may
serve as trustee, custodian, tender agent, guarantor, placement agent, underwriter, or in some other capacity, with respect to certain issues of securities. Under certain circumstances, a Fund may buy securities from a member of an underwriting
syndicate in which an affiliate of Ameriprise Financial is a member. The Funds have adopted procedures pursuant to Rule 10f-3 under the 1940 Act, and intend to comply with the requirements of Rule 10f-3, in connection with any purchases of
securities that may be subject to Rule 10f-3.
Given the breadth of the Investment Manager’s
investment management activities, investment decisions for the Funds are not always made independently from those other investment companies and accounts advised or managed by the Investment Manager. To the extent permitted by law, when a purchase
or sale of the same security is made at substantially the same time on
Statement
of Additional Information – May 1, 2017
|
167
|
behalf of one or more of the Funds and another investment
portfolio, investment company or account, the Investment Manager may aggregate the securities to be sold or bought for the Funds with those to be sold or bought for other investment portfolios, investment companies or accounts in executing
transactions, and such transactions will be averaged as to price and available investments allocated as to amount in a manner which the Investment Manager believes to be equitable to the Funds and such other investment portfolio, investment company
or account. In some instances, this investment procedure may adversely affect the price paid or received by a Fund or the size of the position obtained or sold by the Fund.
See
Investment
Management and Other Services – Other Roles and Relationships of Ameriprise Financial and its Affiliates – Certain Conflicts of Interest
for more information about these and other conflicts of interest.
Brokerage Commissions
The following charts reflect the amounts of
brokerage commissions paid by the Funds for the three most recently completed fiscal years. In certain instances, the Funds may pay brokerage commissions to broker-dealers that are affiliates of Ameriprise Financial. As indicated above, all such
transactions involving the payment of brokerage commissions to affiliates are done in compliance with Rule 17e-1 under the 1940 Act.
Aggregate Brokerage Commissions Paid by the
Funds
The following chart reflects the aggregate amount of
brokerage commissions paid by the Funds for the three most recently completed fiscal years. Differences, year to year, in the amount of brokerage commissions paid by a Fund were primarily the result of increased market volatility as well as
shareholder purchase and redemption activity in the Fund.
Total Brokerage Commissions
|
Total
Brokerage Commissions
|
Fund
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
$86,506
|
$49,217
|
$0
|
VP
– American Century Diversified Bond Fund
|
50,236
|
23,445
|
64,278
|
VP
– Balanced Fund
|
338,720
|
303,362
|
321,521
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
16,741
|
71,728
|
189,077
|
VP
– CenterSquare Real Estate Fund
|
658,464
|
156,139
|
283,201
|
VP
– Columbia Wanger International Equities Fund
|
543,074
|
1,159,429
|
595,712
|
VP
– Commodity Strategy Fund
|
0
|
0
|
0
|
VP
– Conservative Portfolio
|
10,682
|
9,743
|
0
|
VP
– Core Equity Fund
|
115,938
|
68,340
|
89,298
|
VP
– DFA International Value Fund
|
268,766
|
448,501
|
304,892
|
VP
– Disciplined Core Fund
|
2,831,001
|
1,192,626
|
1,025,456
|
VP
– Dividend Opportunity Fund
|
1,033,860
|
2,323,764
|
3,138,628
|
VP
– Eaton Vance Floating-Rate Income Fund
|
151
|
0
|
0
|
VP
– Emerging Markets Bond Fund
|
516
|
3,012
|
2,787
|
VP
– Emerging Markets Fund
|
2,829,963
|
3,638,700
|
3,510,697
|
VP
– Global Bond Fund
|
38,184
|
38,524
|
150,662
|
VP
– Government Money Market Fund
|
0
|
0
|
0
|
VP
– High Yield Bond Fund
|
1,302
|
450
|
742
|
VP
– Income Opportunities Fund
|
2,142
|
865
|
1,485
|
VP
– Intermediate Bond Fund
|
355,754
|
113,068
|
54,657
|
VP
– Jennison Mid Cap Growth Fund
|
129,783
|
239,601
|
548,326
|
VP
– Large Cap Growth Fund
|
535,099
|
511,627
|
779,311
|
VP
– Large Cap Index Fund
|
6,462
|
2,257
|
1,640
|
VP
– Limited Duration Credit Fund
|
37,095
|
58,718
|
87,679
|
VP
– Loomis Sayles Growth Fund
|
440,201
|
319,950
|
901,744
|
Statement
of Additional Information – May 1, 2017
|
168
|
|
Total
Brokerage Commissions
|
Fund
|
2016
|
2015
|
2014
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
$942,315
|
$841,260
|
$867,383
|
VP
– MFS Blended Research Core Equity Fund
|
1,209,239
|
1,011,089
|
821,125
|
VP
– MFS Value Fund
|
253,244
|
215,288
|
344,853
|
VP
– Mid Cap Growth Fund
|
565,006
|
349,370
|
475,050
|
VP
– Mid Cap Value Fund
|
192,809
|
214,348
|
511,967
|
VP
– Moderate Portfolio
|
333,388
|
323,902
|
0
|
VP
– Moderately Aggressive Portfolio
|
158,813
|
190,397
|
0
|
VP
– Moderately Conservative Portfolio
|
66,497
|
44,066
|
0
|
VP
– Morgan Stanley Advantage Fund
|
989,058
|
235,007
|
253,793
|
VP
– MV Moderate Growth Fund
|
1,906,729
|
5,184,059
|
1,524,619
|
VP
– Oppenheimer International Growth Fund
|
2,987,662
|
1,638,667
|
1,474,279
|
VP
– Partners Core Bond Fund
|
0
|
0
|
0
|
VP
– Partners Small Cap Growth Fund
|
764,454
|
689,294
|
549,090
|
VP
– Partners Small Cap Value Fund
|
1,665,452
|
1,671,710
|
2,804,079
|
VP
– Pyramis International Equity Fund
|
2,421,231
|
2,719,506
|
1,975,230
|
VP
– Select International Equity Fund
|
939,587
|
396,893
|
499,241
|
VP
– Select Large-Cap Value Fund
|
351,451
|
126,580
|
182,260
|
VP
– Select Smaller-Cap Value Fund
|
163,830
|
128,521
|
173,777
|
VP
– Seligman Global Technology Fund
|
112,012
|
139,038
|
183,814
|
VP
– T. Rowe Price Large Cap Value Fund
|
663,534
|
1,125,615
|
749,321
|
VP
– TCW Core Plus Bond Fund
|
29,656
|
17,108
|
1,990
|
VP
– U.S. Equities Fund
|
4,222,557
|
1,619,370
|
242,432
|
VP
– U.S. Government Mortgage Fund
|
165,925
|
131,773
|
338,693
|
VP
– Victory Sycamore Established Value Fund
|
322,678
|
458,266
|
879,264
|
VP
– Wells Fargo Short Duration Government Fund
|
14,533
|
0
|
0
|
Brokerage Commissions Paid to Brokers Affiliated with
the Investment Manager
Affiliates of the Investment Manager
may engage in brokerage and other securities transactions on behalf of a Fund according to procedures adopted by the Board and to the extent consistent with applicable provisions of the federal securities laws. Subject to approval by the Board, the
same conditions apply to transactions with broker-dealer affiliates of any Fund subadviser. The Investment Manager will use an affiliate only if (i) the Investment Manager determines that the Fund will receive prices and executions at least as
favorable as those offered by qualified independent brokers performing similar brokerage and other services for the Fund and (ii) the affiliate charges the Fund commission rates consistent with those the affiliate charges comparable unaffiliated
customers in similar transactions and if such use is consistent with terms of the Management Agreement.
No brokerage commissions were paid by the Funds in
the last three fiscal periods to brokers affiliated with the Funds' Investment Manager or any subadvisers, unless otherwise shown in the following table.
|
Broker
|
Nature
of
Affiliation
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Percent
of
aggregate
brokerage
commissions
|
Percent
of
aggregate
dollar
amount of
transactions
involving
payment of
commissions
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Fund
|
2016
|
2015
|
2014
|
For
Funds with fiscal period ending December 31
|
Statement
of Additional Information – May 1, 2017
|
169
|
|
Broker
|
Nature
of
Affiliation
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Percent
of
aggregate
brokerage
commissions
|
Percent
of
aggregate
dollar
amount of
transactions
involving
payment of
commissions
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Aggregate
dollar
amount of
commissions
paid to
broker
|
Fund
|
2016
|
2015
|
2014
|
VP
– CenterSquare Real Estate Fund
|
Morgan
Stanley & Co. International
|
(1)
|
$0
|
0.00%
|
0.00%
|
$402
|
$3,083
|
(1)
|
Morgan Stanley & Co.
International was an affiliated broker-dealer of the Fund by virtue of being under common control with the Fund’s former subadviser, MSIM, who ceased subadvising the Fund effective June 1, 2016.
|
Directed Brokerage
The Funds or the Investment Manager, through an
agreement or understanding with a broker-dealer, or otherwise through an internal allocation procedure, may direct, subject to applicable legal requirements, the Funds' brokerage transactions to a broker-dealer because of the research services it
provides the Funds or the Investment Manager.
Reported numbers include third party soft dollar
commissions and portfolio manager directed commissions directed for research. The Investment Manager also receives proprietary research from brokers, but these amounts have not been included in the table.
During each Fund’s
last fiscal year (or period), the Funds directed certain brokerage transactions and paid related commissions in the amounts as follows:
Brokerage Directed for Research
|
Brokerage
directed for research
|
Fund
|
Amount
of Transactions
|
Amount
of Commissions Imputed or Paid
|
For
Funds with fiscal period ending December 31
|
VP
– Aggressive Portfolio
|
$15,679,730
|
$5,667
|
VP
– American Century Diversified Bond Fund
|
0
|
0
|
VP
– Balanced Fund
|
314,674,585
|
140,281
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
0
|
0
|
VP
– CenterSquare Real Estate Fund
|
679,371,900
|
89,675
|
VP
– Columbia Wanger International Equities Fund
|
13,093,702
|
12,894
|
VP
– Commodity Strategy Fund
|
0
|
0
|
VP
– Conservative Portfolio
|
0
|
0
|
VP
– Core Equity Fund
|
98,337,496
|
41,445
|
VP
– DFA International Value Fund
|
0
|
0
|
VP
– Disciplined Core Fund
|
2,325,944,295
|
976,135
|
VP
– Dividend Opportunity Fund
|
807,259,024
|
531,774
|
VP
– Eaton Vance Floating-Rate Income Fund
|
0
|
0
|
VP
– Emerging Markets Bond Fund
|
0
|
0
|
VP
– Emerging Markets Fund
|
245,552,245
|
349,301
|
VP
– Global Bond Fund
|
0
|
0
|
VP
– Government Money Market Fund
|
0
|
0
|
VP
– High Yield Bond Fund
|
0
|
0
|
VP
– Income Opportunities Fund
|
0
|
0
|
VP
– Intermediate Bond Fund
|
0
|
0
|
VP
– Jennison Mid Cap Growth Fund
|
55,905,687
|
30,085
|
Statement
of Additional Information – May 1, 2017
|
170
|
|
Brokerage
directed for research
|
Fund
|
Amount
of Transactions
|
Amount
of Commissions Imputed or Paid
|
VP
– Large Cap Growth Fund
|
$750,435,682
|
$230,652
|
VP
– Large Cap Index Fund
|
0
|
0
|
VP
– Limited Duration Credit Fund
|
0
|
0
|
VP
– Loomis Sayles Growth Fund
|
1,016,898,992
|
278,969
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
1,044,470,119
|
357,282
|
VP
– MFS Blended Research Core Equity Fund
|
3,303,848,564
|
273,937
|
VP
– MFS Value Fund
|
838,242,165
|
58,730
|
VP
– Mid Cap Growth Fund
|
259,745,807
|
166,548
|
VP
– Mid Cap Value Fund
|
67,598,851
|
47,716
|
VP
– Moderate Portfolio
|
79,839,538
|
28,855
|
VP
– Moderately Aggressive Portfolio
|
26,474,945
|
9,568
|
VP
– Moderately Conservative Portfolio
|
15,851,443
|
5,729
|
VP
– Morgan Stanley Advantage Fund
|
2,705,018,048
|
535,761
|
VP
– MV Moderate Growth Fund
|
304,796,653
|
113,450
|
VP
– Oppenheimer International Growth Fund
|
4,016,376,790
|
2,570,513
|
VP
– Partners Core Bond Fund
|
0
|
0
|
VP
– Partners Small Cap Growth Fund
|
30,513,094
|
30,987
|
VP
– Partners Small Cap Value Fund
|
642,855,012
|
635,765
|
VP
– Pyramis International Equity Fund
|
1,801,381,533
|
2,073,500
|
VP
– Select International Equity Fund
|
361,355,548
|
489,338
|
VP
– Select Large-Cap Value Fund
|
175,375,438
|
83,992
|
VP
– Select Smaller-Cap Value Fund
|
21,452,735
|
21,219
|
VP
– Seligman Global Technology Fund
|
31,910,371
|
16,492
|
VP
– T. Rowe Price Large Cap Value Fund
|
136,489,900
|
101,717
|
VP
– TCW Core Plus Bond Fund
|
0
|
0
|
VP
– U.S. Equities Fund
|
644,685,843
|
582,438
|
VP
– U.S. Government Mortgage Fund
|
0
|
0
|
VP
– Victory Sycamore Established Value Fund
|
247,321,568
|
118,009
|
VP
– Wells Fargo Short Duration Government Fund
|
0
|
0
|
Securities of Regular
Broker-Dealers
In certain cases, the Funds, as
part of their principal investment strategies, or otherwise as a permissible investment, will invest in the common stock or debt obligations of the regular broker-dealers that the Investment Manager uses to transact brokerage for the Funds.
As of each Fund’s last
fiscal year (or period) end, the Funds owned securities of their “regular brokers or dealers” or their parents, as defined in Rule 10b-1 under the 1940 Act, as shown in the table below:
Statement
of Additional Information – May 1, 2017
|
171
|
Investments in Securities of Regular Brokers or Dealers
Fund
|
Issuer
|
Value
of securities owned
at end of fiscal period
|
For
Funds with fiscal period ending December 31, 2016
|
VP
– Aggressive Portfolio
|
None
|
N/A
|
VP
– American Century Diversified Bond Fund
|
Bear
Stearns Adjustable Rate Mortgage Trust
|
$9,465,447
|
Chase
Issuance Trust
|
$8,447,689
|
Citigroup,
Inc.
|
$35,235,842
|
Citigroup
Mortgage Loan Trust, Inc.
|
$8,215,858
|
Credit
Suisse Group Funding Guernsey Ltd.
|
$4,468,061
|
Credit
Suisse First Boston Mortgage Securities Corp.
|
$6,953,835
|
Credit
Suisse First Boston Mortgage-Backed Trust
|
$2,724,757
|
GS
Mortgage Securities Trust
|
$9,572,210
|
The
Goldman Sachs Group, Inc.
|
$39,177,991
|
Jefferies
Group LLC
|
$1,932,920
|
JPMorgan
Chase & Co.
|
$28,156,430
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$33,415,769
|
JPMorgan
Mortgage Trust
|
$15,045,373
|
Merrill
Lynch Mortgage Investors Trust
|
$3,179,879
|
Banc
of America Merrill Lynch Commercial Mortgage Securities Trust
|
$25,029,969
|
Morgan
Stanley
|
$36,868,833
|
Morgan
Stanley Capital I Trust
|
$6,592,486
|
PNC
Bank NA
|
$6,673,453
|
VP
– Balanced Fund
|
Bear
Stearns Commercial Mortgage Securities
|
$375,309
|
The
Bear Stearns Companies LLC
|
|
Citigroup,
Inc.
|
$25,989,558
|
Credit
Suisse Group AG
|
$755,011
|
E*TRADE
Financial Corp.
|
$121,671
|
The
Goldman Sachs Group, Inc.
|
$1,985,484
|
JPMorgan
Chase & Co.
|
$25,454,250
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$2,041,851
|
JPMorgan
Resecuritization Trust
|
$128,252
|
LB-UBS
Commercial Mortgage Trust
|
$834,027
|
Morgan
Stanley
|
$18,576,423
|
Morgan
Stanley Capital I Trust
|
$1,879,575
|
Morgan
Stanley Re-Remic Trust
|
$2,946,247
|
PNC
Bank NA
|
$936,268
|
VP
– BlackRock Global Inflation Protected Securities Fund
|
None
|
N/A
|
VP
– CenterSquare Real Estate Fund
|
None
|
N/A
|
VP
– Columbia Wanger International Equities Fund
|
None
|
N/A
|
VP
– Commodity Strategy Fund
|
None
|
N/A
|
VP
– Conservative Portfolio
|
None
|
N/A
|
VP
– Core Equity Fund
|
Citigroup,
Inc.
|
$803,197
|
JPMorgan
Chase & Co.
|
$4,081,517
|
VP
– DFA International Value Fund
|
Credit
Suisse Group AG
|
$6,990,934
|
VP
– Disciplined Core Fund
|
Citigroup,
Inc.
|
$20,443,920
|
JPMorgan
Chase & Co.
|
$103,694,693
|
Statement
of Additional Information – May 1, 2017
|
172
|
Fund
|
Issuer
|
Value
of securities owned
at end of fiscal period
|
VP
– Dividend Opportunity Fund
|
Credit
Suisse AG
|
$7,955,771
|
JPMorgan
Chase & Co.
|
$10,616,863
|
JPMorgan
Chase Bank
|
$10,727,476
|
Morgan
Stanley
|
$14,183,367
|
VP
– Eaton Vance Floating-Rate Income Fund
|
None
|
N/A
|
VP
– Emerging Markets Bond Fund
|
None
|
N/A
|
VP
– Emerging Markets Fund
|
None
|
N/A
|
VP
– Global Bond Fund
|
Citigroup
Mortgage Loan Trust, Inc.
|
$2,934,109
|
E*TRADE
Financial Corp.
|
$143,820
|
VP
– Government Money Market Fund
|
None
|
N/A
|
VP
– High Yield Bond Fund
|
E*TRADE
Financial Corp.
|
$993,480
|
VP
– Income Opportunities Fund
|
E*TRADE
Financial Corp.
|
$2,113,440
|
VP
– Intermediate Bond Fund
|
Chase
Issuance Trust
|
$8,739,557
|
Citigroup,
Inc.
|
$17,997,501
|
Citigroup
Commercial Mortgage Trust
|
$8,330,089
|
Citigroup
Mortgage Loan Trust, Inc.
|
$42,667,790
|
Credit
Suisse Mortgage Capital Certificates
|
$36,470,257
|
Credit
Suisse Commercial Mortgage Trust
|
$1,076,839
|
Credit
Suisse Securities (USA) LLC
|
$6,236,233
|
E*TRADE
Financial Corp.
|
$1,569,780
|
GS
Mortgage Securities Corp. II
|
$2,411,978
|
JPMorgan
Chase Capital XXI
|
$41,728,626
|
JPMorgan
Chase Capital XXIII
|
$15,855,378
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$3,725,483
|
JPMorgan
Resecuritization Trust
|
$5,260,916
|
LB-UBS
Commercial Mortgage Trust
|
$2,494,797
|
Morgan
Stanley Capital I Trust
|
$6,790,270
|
Morgan
Stanley Re-Remic Trust
|
$11,992,866
|
Morgan
Stanley Resecuritization Trust
|
$3,344,916
|
PNC
Bank
|
$4,862,257
|
VP
– Jennison Mid Cap Growth Fund
|
Affiliated
Managers Group, Inc.
|
$6,934,588
|
TD
Ameritrade Holding Corp.
|
$5,234,660
|
VP
– Large Cap Growth Fund
|
The
Goldman Sachs Group, Inc.
|
$31,348,794
|
VP
– Large Cap Index Fund
|
Affiliated
Managers Group, Inc.
|
$157,651
|
Ameriprise
Financial, Inc.
|
$347,797
|
Citigroup,
Inc.
|
$3,364,273
|
E*TRADE
Financial Corp.
|
$188,357
|
Franklin
Resources, Inc.
|
$272,706
|
The
Goldman Sachs Group, Inc.
|
$1,759,718
|
JPMorgan
Chase & Co.
|
$6,133,234
|
Morgan
Stanley
|
$1,210,420
|
PNC
Financial Services Group, Inc.(The)
|
$1,130,536
|
The
Charles Schwab Corp.
|
$945,859
|
VP
– Limited Duration Credit Fund
|
None
|
N/A
|
VP
– Loomis Sayles Growth Fund
|
None
|
N/A
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
JPMorgan
Chase & Co.
|
$10,294,397
|
VP
– MFS Blended Research Core Equity Fund
|
Citigroup,
Inc.
|
$33,576,583
|
JPMorgan
Chase & Co.
|
$27,290,852
|
Statement
of Additional Information – May 1, 2017
|
173
|
Fund
|
Issuer
|
Value
of securities owned
at end of fiscal period
|
VP
– MFS Value Fund
|
Citigroup,
Inc.
|
$36,603,234
|
Franklin
Resources, Inc.
|
$10,509,123
|
The
Goldman Sachs Group, Inc.
|
$49,350,166
|
JPMorgan
Chase & Co.
|
$97,607,796
|
PNC
Financial Services Group, Inc.(The)
|
$26,010,501
|
VP
– Mid Cap Growth Fund
|
None
|
N/A
|
VP
– Mid Cap Value Fund
|
E*TRADE
Financial Corp.
|
$4,289,670
|
VP
– Moderate Portfolio
|
None
|
N/A
|
VP
– Moderately Aggressive Portfolio
|
None
|
N/A
|
VP
– Moderately Conservative Portfolio
|
None
|
N/A
|
VP
– Morgan Stanley Advantage Fund
|
None
|
N/A
|
VP
– MV Moderate Growth Fund
|
Citigroup,
Inc.
|
$2,887,584
|
The
Goldman Sachs Group, Inc.
|
$1,976,657
|
JPMorgan
Chase & Co.
|
$3,444,006
|
Morgan
Stanley
|
$1,514,571
|
VP
– Oppenheimer International Growth Fund
|
None
|
N/A
|
VP
– Partners Core Bond Fund
|
Bear
Stearns Adjustable Rate Mortgage Trust
|
$687,335
|
Bear
Stearns Alt-A Trust
|
$811,621
|
Bear
Stearns Asset-Backed Securities Trust
|
$381,162
|
Bear
Stearns Commercial Mortgage Securities
|
$23,631
|
Chase
Funding Trust
|
$1,643,834
|
Citigroup,
Inc.
|
$12,296,070
|
Citigroup
Commercial Mortgage Trust
|
$870,904
|
Citigroup/Deutsche
Bank Commercial Mortgage Trust
|
$5,745
|
Citigroup
Mortgage Loan Trust, Inc.
|
$2,514,545
|
Credit
Suisse Mortgage Capital Certificates
|
$2,108,745
|
Credit
Suisse Group AG
|
$2,365,878
|
Credit
Suisse Group Funding Guernsey Ltd.
|
$2,680,454
|
Credit
Suisse First Boston Mortgage Securities Corp.
|
$1,465,746
|
GS
Mortgage Securities Trust
|
$1,229,130
|
GS
Mortgage Securities Corp. II
|
$3,027,236
|
The
Goldman Sachs Group, Inc.
|
$20,609,127
|
Jefferies
Group LLC
|
$2,121,687
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$640,470
|
JPMorgan
Mortgage Trust
|
$1,257,083
|
JPMorgan
Resecuritization Trust
|
$19,498
|
LB-UBS
Commercial Mortgage Trust
|
$448,818
|
Merrill
Lynch Mortgage Trust
|
$3,117,918
|
Merrill
Lynch/Countrywide Commercial Mortgage Trust
|
$460,110
|
Banc
of America Merrill Lynch Commercial Mortgage, Inc.
|
$145,282
|
Morgan
Stanley
|
$17,647,024
|
Morgan
Stanley Mortgage Loan Trust
|
$451,628
|
Morgan
Stanley Re-Remic Trust
|
$3,310,622
|
Morgan
Stanley Capital I Trust
|
$38,910
|
PNC
Bank NA
|
$1,621,330
|
The
Charles Schwab Corp.
|
$332,515
|
VP
– Partners Small Cap Growth Fund
|
Eaton
Vance Corp.
|
$7,585,515
|
Statement
of Additional Information – May 1, 2017
|
174
|
Fund
|
Issuer
|
Value
of securities owned
at end of fiscal period
|
VP
– Partners Small Cap Value Fund
|
None
|
N/A
|
VP
– Pyramis® International Equity Fund
|
Credit
Suisse Group AG
|
$18,054,878
|
VP
– Select International Equity Fund
|
None
|
N/A
|
VP
– Select Large-Cap Value Fund
|
Citigroup,
Inc.
|
$41,601,000
|
JPMorgan
Chase & Co.
|
$38,830,500
|
Morgan
Stanley
|
$39,081,250
|
VP
– Select Smaller-Cap Value Fund
|
None
|
N/A
|
VP
– Seligman Global Technology Fund
|
None
|
N/A
|
VP
– T. Rowe Price Large Cap Value Fund
|
Citigroup,
Inc.
|
$37,488,444
|
JPMorgan
Chase & Co.
|
$84,055,089
|
Morgan
Stanley
|
$58,021,925
|
PNC
Financial Services Group, Inc.(The)
|
$10,959,152
|
VP
– TCW Core Plus Bond Fund
|
Bear
Stearns Asset-Backed Securities I Trust
|
$10,339,288
|
The
Bear Stearns Companies LLC
|
$2,645,595
|
Citigroup,
Inc.
|
$21,593,645
|
Citigroup
Commercial Mortgage Trust
|
$18,133,467
|
Citigroup
Mortgage Loan Trust, Inc.
|
$18,379,529
|
Credit
Suisse Mortgage Capital Certificates
|
$19,796,301
|
Credit
Suisse Commercial Mortgage Trust
|
$1,338,672
|
Credit
Suisse First Boston Mortgage Securities Corp.
|
$2,742,990
|
The
Goldman Sachs Group, Inc.
|
$21,213,586
|
JPMorgan
Chase & Co.
|
$22,540,858
|
JPMorgan
Chase Bank NA
|
$3,130,007
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$13,302,867
|
Merrill
Lynch First Franklin Mortgage Loan Trust
|
$3,217,832
|
Merrill
Lynch Mortgage-Backed Securities Trust
|
$3,104,657
|
Morgan
Stanley
|
$20,063,727
|
Morgan
Stanley Mortgage Loan Trust
|
$3,214,812
|
VP
– U.S. Equities Fund
|
E*TRADE
Financial Corp.
|
$2,598,750
|
Piper
Jaffray Companies
|
$4,748,750
|
Stifel
Financial Corp.
|
$1,873,125
|
VP
– U.S. Government Mortgage Fund
|
Citigroup
Mortgage Loan Trust, Inc.
|
$14,002,831
|
Credit
Suisse Mortgage Capital Certificates
|
$21,701,327
|
Credit
Suisse Securities (USA) LLC
|
$15,534,729
|
Jefferies
Resecuritization Trust
|
$880,085
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$188,508
|
Banc
of America Merrill Lynch Commercial Mortgage, Inc.
|
$7,019,840
|
VP
– Victory Sycamore Established Value Fund
|
None
|
N/A
|
VP
– Wells Fargo Short Duration Government Fund
|
GS
Mortgage Securities Trust
|
$4,469,212
|
GS
Mortgage Securities Corp. Trust
|
$1,222,185
|
JPMorgan
Chase Commercial Mortgage Securities Trust
|
$11,676,971
|
JPMBB
Commercial Mortgage Securities Trust
|
$904,711
|
Morgan
Stanley Bank of America Merrill Lynch Trust
|
$333,950
|
Morgan
Stanley Capital I Trust
|
$1,294,568
|
Statement
of Additional Information – May 1, 2017
|
175
|
OTHER PRACTICES
Performance Disclosure
Effective beginning with performance reporting for
the December 31, 2011 year end, in presenting performance information for newer share classes, if any, of a Fund, the Fund typically includes, for periods prior to the offering of such share classes, the performance of the Fund’s oldest share
class (except as otherwise disclosed), adjusted to reflect any higher class-related operating expenses of the newer share classes, as applicable, based on the expense ratios of those share classes for the Fund’s most recently completed fiscal
year for which data was available at December 31, 2011 or, for Funds and classes first offered after January 1, 2011, the expected expense differential at the time the newer share class is first offered. Actual expense differentials across classes
will vary over time. The performance of the Fund’s newer share classes would have been substantially similar to the performance of the Fund’s oldest share class because all share classes of a Fund are invested in the same portfolio of
securities, and would have differed only to the extent that the classes do not have the same sales charges and/or expenses (and any differences in expenses between share classes may change over time).
Prior to December 31, 2011, in presenting
performance information for a newer share class of a Fund, the Fund would typically include, for periods prior to the offering of such newer share class, the performance of an older share class, the class-related operating expense structure of which
was most similar to that of the newer share class, and for periods prior to the initial offering of such older share class, would include the performance of successively older share classes with successively less similar expense structures. Such
performance information was not restated to reflect any differences in expenses between share classes and if such differences had been reflected, the performance shown might have been lower. Because, prior to December 31, 2011, the Funds used a
different methodology for presenting performance information for a newer share class, such performance information published before December 31, 2011 may differ from corresponding performance information published after December 31, 2011.
Disclosure of Financial Support for
VP - Government Money Market Fund
Disclosure
of Financial Support.
Effective on October 1, 2016, the Fund is required to disclose any occasions on which an affiliated person, promoter or principal underwriter of the Fund, or an affiliated person of such person,
provided any form of financial support to the Fund. For these purposes, the term ‘‘financial support’’ includes any capital contribution, purchase of a security from the Fund in reliance on Rule 17a–9 under the 1940
Act, purchase of any defaulted or devalued security at par, execution of letter of credit or letter of indemnity, capital support agreement (whether or not the Fund ultimately received support), performance guarantee, or any other similar action
reasonably intended to increase or stabilize the value or liquidity of the Fund’s portfolio; excluding, however, any routine waiver of fees or reimbursement of Fund expenses, routine inter-fund lending, routine inter-fund purchases of Fund
shares, or any action that would qualify as financial support as defined above, that the Board has otherwise determined not to be reasonably intended to increase or stabilize the value or liquidity of the Fund’s portfolio. The Fund is required
to disclose additional information about the receipt of any such financial support on Form N-CR and to file this form with the SEC. Any Form N-CR filing submitted by the Fund is available on the EDGAR Database on the SEC’s Internet site at
www.sec.gov.
Portfolio Turnover
A change in the securities held by a Fund is known
as “portfolio turnover.” High portfolio turnover involves correspondingly greater expenses to the Fund, including brokerage commissions or dealer mark-ups and other transaction costs on the sale of securities and reinvestments in other
securities. The trading costs associated with portfolio turnover may adversely affect a Fund’s performance. For each Fund’s portfolio turnover rate, see the
Fees and Expenses of the Fund — Portfolio
Turnover
section in the prospectuses for that Fund.
In any particular year, market conditions may result
in greater rates than are presently anticipated. The rate of a Fund’s turnover may vary significantly from time to time depending on, among other factors, economic, market and other conditions.
See below for an explanation of any significant
variation in a Fund’s portfolio turnover rates over the two most recently completed fiscal years:
For VP – Morgan Stanley
Advantage Fund, during the fiscal year ended December 31, 2016, the Fund experienced a higher rate of portfolio turnover than during the previous fiscal year. This was due to changes made to the Fund’s principal investment strategy associated
with the change in subadviser, which became effective on May 1, 2016.
For VP – T. Rowe Price Large Cap Value Fund,
during the fiscal year ended December 31, 2016, the Fund experienced a higher rate of portfolio turnover than during the previous fiscal year. This was due to changes made to the Fund’s principal investment strategy associated with the change
in subadviser, which became effective on November 14, 2016.
Statement
of Additional Information – May 1, 2017
|
176
|
Disclosure of Portfolio Holdings Information
The Board and the Investment Manager believe that
the investment ideas of the Investment Manager and any subadviser with respect to portfolio management of a Fund should seek to benefit the Fund and its shareholders, and do not want to afford speculators an opportunity to profit by anticipating
Fund trading strategies. However, the Board also believes that selective disclosure of a Fund’s portfolio holdings can, under appropriate circumstances, be made for purposes beneficial to the Fund and its shareholders or for other purposes
under conditions that are designed to protect the interests of the Fund and its shareholders.
The Board has therefore adopted policies and
procedures relating to disclosure of the Funds’ portfolio securities. These policies and procedures are intended to protect the confidentiality of Fund portfolio holdings information and generally prohibit the release of such information until
such information is made available to the general public, unless such persons have been authorized to receive such information on a selective basis, as described below. It is the policy of the Fund not to provide or permit others to provide
portfolio holdings on a selective basis, and the Investment Manager does not intend to selectively disclose portfolio holdings or expect that such holdings information will be selectively disclosed, except where necessary for the Fund’s
operation or where there are other legitimate business purposes for doing so and, in any case, where conditions are met that are designed to protect the interests of the Funds and their shareholders.
Although the Investment Manager seeks to limit the
selective disclosure of portfolio holdings information and such selective disclosure is monitored under the Fund’s compliance program for conformity with the policies and procedures, there can be no assurance that these policies will protect
the Fund from the potential misuse of holdings information by individuals or firms in possession of that information. Under no circumstances may the Investment Manager, its affiliates or any employee thereof receive any consideration or compensation
for disclosing such holdings information.
Public
Disclosures
The Funds’ portfolio
holdings are currently disclosed to the public through filings with the SEC and postings on the Funds’ website. The information is available on the Funds’ website as described below.
■
|
For equity,
alternative and flexible funds (other than the equity funds identified below) and funds-of-funds (equity and fixed income), a complete list of Fund portfolio holdings as of month-end is posted approximately, but no earlier than, 15 calendar days
after such month-end.
|
■
|
For Columbia Small
Cap Growth Fund I and Columbia Variable Portfolio – Small Company Growth Fund, a complete list of Fund portfolio holdings as of month-end is posted approximately, but no earlier than, 30 calendar days after such month-end.
|
■
|
For fixed-income
Funds (other than money market funds), a complete list of Fund portfolio holdings as of calendar quarter-end is posted approximately, but no earlier than, 30 calendar days after such quarter-end.
|
■
|
For money market
Funds, a complete list of Fund portfolio holdings as of month-end is posted no later than five business days after such month-end. Such month-end holdings are continuously available on the website for at least six months, together with a link to an
SEC webpage where a user of the website may obtain access to the Fund’s most recent 12 months of publicly available filings on Form N-MFP. Money market Fund portfolio holdings information posted on the website, at minimum, includes with
respect to each holding, the name of the issuer, the category of investment (
e.g.
, Treasury debt, government agency debt, asset backed commercial paper, structured investment vehicle note), the CUSIP number
(if any), the principal amount, the maturity date (as determined under Rule 2a-7 for purposes of calculating weighted average maturity), the final maturity date (if different from the maturity date previously described), coupon or yield and the
value. The money market Funds will also disclose on the website its overall weighted average maturity, weighted average life maturity, percentage of daily liquid assets, percentage of weekly liquid assets and daily inflows and outflows.
|
Portfolio holdings of
Funds owned solely by the Investment Manager or its affiliates are not disclosed on the website. A complete schedule of each Fund’s portfolio holdings is available semiannually and annually in shareholder reports filed on Form N-CSR and, after
the first and third fiscal quarters, in regulatory filings on Form N-Q. These shareholder reports and regulatory filings are filed with the SEC in accordance with federal securities laws. Shareholders may obtain each Fund’s Form N-CSR and N-Q
filings on the SEC’s website at www.sec.gov. In addition, each Fund’s Form N-CSR and N-Q filings may be reviewed and copied at the SEC’s public reference room in Washington, D.C. You may call the SEC at 202.551.8090 for information
about the SEC’s website or the operation of the public reference room.
In addition, the Investment Manager makes publicly
available information regarding certain Fund’s largest five to fifteen holdings, as a percentage of the market value of the Funds’ portfolios as of a month-end. This holdings information is made publicly available through the website
columbiathreadneedle.com/us, approximately 15 calendar days following the month-end. The scope of the information that is made available on the Funds’ websites pursuant to the Funds’ policies may change from time to time without prior
notice. This information may not be available on the website for all Funds included in this SAI.
The Investment Manager may also disclose more
current portfolio holdings information as of specified dates on the Funds’ website.
Statement
of Additional Information – May 1, 2017
|
177
|
The Funds, the Investment Manager and their
affiliates may include portfolio holdings information that already has been made public through a website posting or SEC filing in marketing literature and other communications to shareholders, advisors or other parties, provided that the
information is disclosed no earlier than when the information is disclosed publicly on the funds’ website or no earlier than the time a fund files such information in a publicly available SEC filing required to include such information.
Other Disclosures
The Funds’ policies and procedures provide
that no disclosures of the Funds’ portfolio holdings may be made prior to the portfolio holdings information being made available to the general public unless (i) the Funds have a legitimate business purpose for making such disclosure, (ii)
the Funds or their authorized agents authorize such non-public disclosure of information, and (iii) the party receiving the non-public information enters into an appropriate confidentiality agreement or is otherwise subject to a confidentiality
obligation.
In determining the existence of a
legitimate business purpose for making portfolio disclosures, the following factors, among others, are considered: (i) any prior disclosure must be consistent with the anti-fraud provisions of the federal securities laws and the fiduciary duties of
the Investment Manager; (ii) any conflicts of interest between the interests of Fund shareholders, on the one hand, and those of the Investment Manager, the Funds’ Distributor or any affiliated person of a Fund, the Investment Manager or
Distributor on the other; and (iii) any prior disclosure to a third party, although subject to a confidentiality agreement, would not make conduct lawful that is otherwise unlawful.
Fund complete portfolio holdings may be disclosed
between and among the following persons (collectively, Affiliates and Agents) for legitimate business purposes within the scope of their official duties and responsibilities, subject to Fund policies and procedures designed to prevent the misuse of
inside information, by agreement, or under applicable laws, rules, and regulations: (1) persons who are subject to the Code of Ethics or policies and procedures designed to prevent the misuse of inside information; (2) an investment adviser,
distributor, administrator, transfer agent, or custodian to the Fund; (3) an accounting firm, an auditing firm, or outside legal counsel retained by the Investment Manager or its affiliates, or the Fund; (4) an investment adviser to whom complete
portfolio holdings are disclosed for due diligence purposes when the adviser is in merger or acquisition talks with a the Investment Manager or its parent company; and (5) a newly hired subadviser to whom complete portfolio holdings are disclosed
prior to the time it commences its duties.
The
frequency with which complete portfolio holdings may be disclosed between and among Affiliates and Agents, and the length of the lag, if any, between the date of the information and the date on which the information is disclosed between and among
the Affiliates and Agents, is determined by such Affiliates and Agents based on the facts and circumstances, including, without limitation, the nature of the portfolio holdings information to be disclosed, the risk of harm to the Funds and their
shareholders, and the legitimate business purposes served by such disclosure. The frequency of disclosure between and among Affiliates and Agents varies and may be as frequent as daily, with no lag. Any disclosure of Fund complete portfolio holdings
to any Affiliates and Agents as previously described may also include a list of the other investment positions that make up the Fund, such as cash investments and derivatives.
The Funds also disclose portfolio holdings
information as required by federal, state or international securities laws, and may disclose portfolio holdings information in response to requests by governmental authorities, or in connection with litigation or potential litigation, a
restructuring of a holding, where such disclosure is necessary to participate or explore participation in a restructuring of the holding (
e.g.
, as part of a bondholder group), or to the issuer of a holding,
pursuant to a request of the issuer or any other party who is duly authorized by the issuer.
In certain limited situations, the Funds may provide
portfolio holdings to an institutional client (or its custodian or other agent) when the client is effecting a redemption in-kind from a Fund and the Investment Manager believes that such disclosure will not be harmful to the Fund. In these
situations, the Investment Manager makes it clear through non-disclosure agreements or other means that the recipient must ensure that the confidential information is used only as necessary to effect the redemption-in-kind and will maintain the
information in a manner designed to protect against unauthorized access or misuse.
The Board has adopted policies to ensure that the
Fund’s portfolio holdings information is only disclosed in accordance with these policies. Before any selective disclosure of portfolio holdings information is permitted, the person seeking to disclose such holdings information must submit a
written request to the Portfolio Holdings Committee (“PHC”). The PHC, which is chaired by the Funds’ Chief Compliance Officer, is comprised of members from the Investment Manager’s legal department and compliance department,
and the Funds’ President. The PHC is authorized by the Board to perform an initial review of requests for disclosure of holdings information to evaluate whether there is a legitimate business purpose for selective disclosure, whether selective
disclosure is in the best interests of a Fund and its shareholders, to consider any potential conflicts of interest between the Fund, the Investment Manager, and its affiliates, and to safeguard against improper use of holdings information. Factors
considered in this analysis are whether the recipient has agreed to or has a duty to keep the holdings information confidential and whether risks have been mitigated such that the recipient has agreed or has a duty to use the holdings information
only as
Statement
of Additional Information – May 1, 2017
|
178
|
necessary to effectuate the purpose for which selective disclosure
may be authorized. Before portfolio holdings may be selectively disclosed, requests approved by the PHC must also be authorized by the Funds’ President, Chief Compliance Officer or General Counsel/Chief Legal Officer or their respective
designees. On at least an annual basis, the PHC reviews the approved recipients of selective disclosure and may require a resubmission of the request, in order to re-authorize certain ongoing arrangements. These procedures are intended to be
reasonably designed to protect the confidentiality of Fund holdings information and to prohibit their release to individual investors, institutional investors, intermediaries that distribute the Fund’s shares, and other parties, until such
holdings information is made public or unless such persons have been authorized to receive such holdings information on a selective basis, as set forth above.
Ongoing Portfolio Holdings Disclosure Arrangements:
The Funds currently have ongoing arrangements with
certain approved recipients with respect to the disclosure of portfolio holdings information prior to such information being made public. Portfolio holdings information disclosed to such recipients is current as of the time of its disclosure, is
disclosed to each recipient solely for purposes consistent with the services described below and has been authorized in accordance with the policy. No compensation or consideration is received in exchange for this information. In addition to the
daily information provided to a Fund’s custodians, subcustodians, Investment Manager and subadvisers, the following disclosure arrangements are in place:
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
Recipients
under arrangements with the Funds or Investment Manager:
|
|
|
Accudelta
|
|
Used
to report returns and analytics to client facing materials.
|
|
Monthly
|
Barclays
Capital
|
|
Used
for analytics including risk and attribution assessment.
|
|
Daily
|
BlackRock
|
|
Used
for fixed income trading and decision support.
|
|
Daily
|
Bloomberg
|
|
Used
for portfolio analytics, statistical analysis and independent research.
|
|
Daily,
Monthly and Quarterly
|
Bolger,
Inc.
|
|
Used
for commercial printing.
|
|
As
Needed
|
Boston
Investors Communications Group, LLC (BICG)
|
|
Used
for writing services that require disclosing portfolio holdings in advance of their dissemination to the general public.
|
|
Monthly
|
Capital
Markets Services (CMS) Group
|
|
Used
for intraday post-trade information when equity exposures (either via futures or options trades) are modified beyond certain limits for VP – Managed Volatility Funds.
|
|
As
Needed
|
Catapult
|
|
Used
for commercial printing.
|
|
As
Needed
|
Citigroup
|
|
Used
for mortgage decision support.
|
|
Daily
|
Donnelley
Financial Solutions
|
|
Used
to provide Edgar filing and typesetting services, and printing of prospectuses, factsheets, annual and semi-annual reports. Used for commercial printing.
|
|
As
Needed
|
Elevation
Exhibits & Events
|
|
Used
for trade show exhibits.
|
|
As
Needed
|
Equifax
|
|
Used
to ensure that Columbia Management does not violate the Office of Foreign Assets Control (OFAC) sanction requirements.
|
|
Daily
|
Ernst
& Young, LLP
|
|
Used
to analyze PFIC investments.
|
|
Monthly
|
Eva
Dimensions
|
|
Used
as a research service for small cap stock.
|
|
As
Needed
|
Eze
Software Group
|
|
Used
to facilitate the evaluation of commission rates and to provide flexible commission reporting.
|
|
Daily
|
Statement
of Additional Information – May 1, 2017
|
179
|
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
FactSet
Research Systems, Inc.
|
|
Used
for provision of quantitative analytics, charting and fundamental data and for portfolio analytics. Used also to cover product and marketing developments related to index funds, ETFs, index derivatives, and other sophisticated investment
strategies.
|
|
Daily
or Monthly
|
Harte-Hanks
|
|
Used
for printing of prospectuses, factsheets, annual and semi-annual reports.
|
|
As
Needed
|
Imagine
Print Solutions
|
|
Used
for commercial printing.
|
|
Daily,
Monthly and Quarterly
|
Institutional
Shareholder Services Inc. (ISS)
|
|
Used
for proxy voting administration and research on proxy matters.
|
|
Daily
|
Intex
Solutions Inc.
|
|
Used
to provide mortgage analytics.
|
|
Periodic
|
Investment
Technology Group, Inc.
|
|
Used
to evaluate and assess trading activity, execution and practices.
|
|
Quarterly
|
Investor
Tools
|
|
Used
for municipal bond analytics, research and decision support.
|
|
As
Needed
|
JDP
Marketing Services
|
|
Used
to write or edit Columbia Fund shareholder reports, quarterly fund commentaries, and communications, including shareholder letters and management’s discussion of Columbia Fund performance.
|
|
Monthly,
as needed
|
John
Roberts, Inc.
|
|
Used
for commercial printing.
|
|
Daily,
Monthly and Quarterly
|
Kendall
Press
|
|
Used
for commercial printing.
|
|
As
Needed
|
Kynex
|
|
Used
to provide portfolio attribution reports for the Columbia Convertible Securities Fund. Used also for portfolio analytics.
|
|
Daily
|
Malaspina
Communications
|
|
Used
to facilitate writing management’s discussion of Columbia Fund performance for Columbia Fund shareholder reports and periodic marketing communications.
|
|
Monthly
|
Markit
|
|
Used
for an asset database for analytics and investor reporting. Used to reconcile client commission trades with broker-dealers.
|
|
As
Needed and Monthly
|
Merrill
Corporation
|
|
Used
to provide Edgar filing and typesetting services, as well as printing of prospectuses, factsheets, annual and semi-annual reports.
|
|
As
Needed
|
Morningstar
|
|
Used
for independent research and ranking of funds. Used also for statistical analysis.
|
|
Monthly,
Quarterly or As Needed
|
MSCI
Inc.
|
|
Used
as a hosted portfolio management platform designed for research, reporting, strategy development, portfolio construction and performance and risk attribution, and used for risk analysis and reporting.
|
|
Daily
|
Print
Craft
|
|
Used
to assemble kits and mailing that include the fact sheets.
|
|
As
Needed
|
RegEd,
Inc.
|
|
Used
to review external and certain internal communications prior to dissemination.
|
|
Daily
|
Statement
of Additional Information – May 1, 2017
|
180
|
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
SEI
Investment Company
|
|
Used
for trading wrap accounts and to reconcile wrap accounts.
|
|
Daily
|
SS&C
Technologies, Inc.
|
|
Used
to translate account positions for reconciliations.
|
|
Daily
|
SunGard
Investment Systems LLC
|
|
Used
as portfolio accounting system.
|
|
Daily
|
Sustainalytics
US Inc.
|
|
Used
to support the investment process for Columbia U.S. Social Bond Fund.
|
|
At
least Monthly
|
S.W.I.F.T.
Scrl.
|
|
Used
to send trade messages via SWIFT, to custodians.
|
|
Daily
|
Thomson
Reuters
|
|
Used
for statistical analysis.
|
|
Monthly
|
Threadneedle
Investments
|
|
Used
by portfolio managers and research analysts in supporting certain management strategies, and by shared support partners (legal, operations, compliance, risk, etc.) to provide Fund maintenance and development.
|
|
As
Needed
|
Universal
Wilde
|
|
Used
to provide printing and mailing services for prospectuses, annual and semi-annual reports, and supplements.
|
|
As
Needed
|
Visions,
Inc.
|
|
Used
for commercial printing.
|
|
Daily,
Monthly and Quarterly
|
Wilshire
Associates, Inc.
|
|
Used
to provide daily performance attribution reporting based on daily holdings to the investment and investment analytics teams.
|
|
Daily
|
Wolters
Kluwer
|
|
Used
to perform tax calculations specific to wash sales and used to analyze tax straddles (diminution of risk).
|
|
Monthly
|
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
Recipients
under arrangements with subadvisers:
|
|
|
Abel
Noser
|
|
Used
by certain subadvisers for trade execution cost analysis.
|
|
Daily
or Quarterly
|
Advent
Software Inc.
|
|
Used
by certain subadvisers for reconciling positions with custodian.
|
|
Quarterly
|
Ashland
Partners
|
|
Used
by certain subadvisers for GIPS verification.
|
|
Quarterly
|
Barclays
Capital
|
|
Used
by certain subadvisers for analytical services.
|
|
Daily
|
Bank
of New York Mellon
|
|
Used
by certain subadvisers for middle-office operational services and fund accounting services.
|
|
Daily
|
Bloomberg
|
|
Used
by certain subadvisers for trade order management, portfolio and risk analytics, research reports, analytical information and reports and/or market data.
|
|
Daily
|
Broadridge
|
|
Used
by certain subadvisers for proxy voting administration.
|
|
Daily
|
Brown
Brothers Harriman
|
|
Used
by certain subadvisers for middle-office operational services.
|
|
Daily
|
Brown
Smith Wallace LLC
|
|
Used
by certain subadvisers for auditing services.
|
|
Annually
|
Capital
IQ
|
|
Used
by certain subadvisers for market data.
|
|
Daily
|
Statement
of Additional Information – May 1, 2017
|
181
|
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
Charles
River
|
|
Used
by certain subadvisers for order management and compliance.
|
|
Daily
or As Needed
|
CitiDirect
(FSR)
|
|
Used
by certain subadvisers for reporting position and account information.
|
|
Daily
|
Citigroup
|
|
Used
by certain subadvisers for middle-office operational services.
|
|
Daily
|
Cogent
Consulting LLC
|
|
Used
by certain subadvisers for commission rate evaluation and reporting.
|
|
Daily
|
Depository
Trust & Clearing Corporation
|
|
Used
by certain subadvisers for archiving broker commissions.
|
|
Daily
|
Eagle
Investment Systems
|
|
Used
by certain subadvisers for accounting systems.
|
|
Daily
|
Electra
Information Systems, Inc.
|
|
Used
by certain subadvisers for portfolio holdings reconciliation and to provide custodian values for reconciliation.
|
|
Daily
|
Ernst
& Young, LLP
|
|
Used
by certain subadvisers to provide general audit services.
|
|
Semi-annually
|
eVestment
|
|
Used
by certain subadvisers to provide composite data to consultants.
|
|
Quarterly
|
Eze
Castle Software, Inc.
|
|
Used
by certain subadvisers for trade order management.
|
|
Daily
|
FactSet
Research Systems, Inc.
|
|
Used
by certain subadvisers for analytical and statistical information and research, for market data, for portfolio analytics and risk analysis, for marketing, performance and research reports, and for monitoring securities and shares owned in the
portfolio, running intra-day performance and running portfolio reports.
|
|
Daily
|
Fidelity
ActionsXchange
|
|
Used
by certain subadvisers for managing corporate actions.
|
|
Daily
|
Fidelity
Corporate Action Solutions
|
|
Used
by certain subadvisers for collecting and instructing on corporate actions utilizing SWIFT.
|
|
Daily
|
Financial
Recovery Technology Services
|
|
Used
by certain subadvisers for class action monitoring.
|
|
Quarterly
|
Financial
Tracking Technologies LLC
|
|
Used
by certain subadvisers for compliance monitoring and Code of Ethics reviews.
|
|
Daily
|
Fluent
|
|
Used
by certain subadvisers for printing client reporting.
|
|
Monthly
|
Glass
Lewis
|
|
Used
by certain subadvisers for proxy voting services.
|
|
Daily
|
Global
Link – GTSS
|
|
Used
by certain subadvisers for FX derivatives reconciliation.
|
|
Daily
|
Global
Relay Communications Inc.
|
|
Used
by certain subadvisers for portfolio analytics.
|
|
Daily
|
Global
Trading Analytics, LLC
|
|
Used
by certain subadvisers for transaction cost analysis of currency trading.
|
|
Daily
|
Institutional
Shareholder Services Inc. (“ISS”)
|
|
Used
for proxy voting services.
|
|
Daily
or Weekly
|
Statement
of Additional Information – May 1, 2017
|
182
|
Identity
of Recipient
|
|
Conditions/restrictions
on use of information
|
|
Frequency
of
Disclosure
|
Investment
Technology Group, Inc.
|
|
Used
by certain subadvisers for trading/transaction cost analysis and reporting.
|
|
Daily
|
Lipper,
Inc.
|
|
Used
by certain subadvisers for asset allocation purposes.
|
|
Daily
|
MSCI
Inc./Barra
|
|
Used
by certain subadvisers for portfolio evaluation or analysis.
|
|
Daily
|
MSCI
Inc./BarraOne
|
|
Used
by certain subadvisers for risk analysis and reporting.
|
|
Daily
|
Omgeo,
LLC
|
|
Used
by certain subadvisers for trade settlement, trade order management or trade allocation and acceptance services. Used by certain subadvisers to publish account instructions to brokers, to send allocations to brokers and for confirmation/affirmation
matching.
|
|
Daily
|
Quantitative
Services Group
|
|
Used
by certain subadvisers for trade execution analysis.
|
|
Daily
|
RBS
– The Royal Bank of Scotland
|
|
Used
by certain subadvisers for clearing treasury futures.
|
|
Daily
|
RiskMetrics
|
|
Used
by certain subadvisers for analytical information and research.
|
|
Daily
|
Schwab
Compliance Technologies
|
|
Used
by certain subadvisers for compliance automation software.
|
|
Daily
|
State
Street Bank and Trust Company
|
|
Used
by certain subadvisers for investment operations.
|
|
Daily
|
State
Street Global Services
|
|
Used
by certain subadvisers for collateral management.
|
|
Daily
|
Style
Research Inc.
|
|
Used
by certain subadvisers for portfolio analytics.
|
|
Daily
|
SWIFT
|
|
Used
by certain subadvisers for trade information.
|
|
Daily
|
Trade
Informatics
|
|
Used
by certain subadvisers for trade cost analysis.
|
|
Daily
|
TriOptima
|
|
Used
by certain subadvisers for derivatives reconciliation.
|
|
Daily
|
In addition,
portfolio holdings information may be provided from time to time to the Funds’ counsel, counsel to the independent trustees and the Funds’ independent auditors in connection with the services they provide to the Funds or the trustees.
Portfolio holdings information may also be provided to affiliates of the Investment Manager to monitor risks and various holdings limitations that must be aggregated with affiliated funds and accounts, among other purposes. The Investment Manager
and the subadvisers use a variety of broker-dealers and other agents to effect securities transactions on behalf of the Funds. These broker-dealers may become aware of the Funds’ intentions, transactions and positions in performing their
functions.
Additional Payments to Financial
Intermediaries
Financial intermediaries may
receive different commissions, sales charge reallowances and other payments with respect to sales of shares of the Funds. These other payments may include shareholder servicing payments to retirement plan administrators and other institutions in
amounts described above under
Other Practices – Additional Shareholder Servicing Payments.
The Distributor and other Ameriprise Financial
affiliates may pay additional compensation to selected financial intermediaries, including other Ameriprise Financial affiliates, under the categories described below. These categories are not mutually exclusive, and a single financial intermediary
may receive payments under all categories. A financial intermediary also may receive lump sum payments described above under
Other Practices – Additional Shareholder Servicing Payments.
Such payments may create an incentive for a financial intermediary or its representatives to recommend or offer shares of a Fund to its customers. The amount of payments made to financial intermediaries may vary. In determining the amount of
payments to be made, the Distributor and other Ameriprise Financial affiliates may consider a number of factors, including, without limitation,
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asset mix and length of
relationship with the financial intermediary, the size of the customer/shareholder base of the financial intermediary, the manner in which customers of the financial intermediary make investments in the Funds, the nature and scope of marketing
support or services provided by the financial intermediary (as described more fully below) and the costs incurred by the financial intermediary in connection with maintaining the infrastructure necessary or desirable to support investments in the
Funds.
These additional payments by the
Distributor and other Ameriprise Financial affiliates are made pursuant to agreements between the Distributor and other Ameriprise Financial affiliates and financial intermediaries, and do not change the price paid by investors for the purchase of a
Fund share, or the amount a Fund will receive as proceeds from such sales or the distribution fees and expenses paid by the Fund as shown under the heading
Fees and Expenses of the Fund
in the
Fund’s prospectuses.
Marketing Support
Payments
The Distributor, the Investment
Manager and/or their affiliates make payments, from their own resources, to certain financial intermediaries, including other Ameriprise Financial affiliates, for marketing support services relating to the Columbia Funds, including, but not limited
to, business planning assistance, educating financial intermediary personnel about the Funds and shareholder financial planning needs, placement on the financial intermediary’s preferred or recommended fund list or otherwise identifying the
Funds as being part of a complex to be accorded a higher degree of marketing support than complexes not making such payments, access to sales meetings, sales representatives and management representatives of the financial intermediary, client
servicing and systems infrastructure support and data analytics. Not all financial intermediaries receive marketing support payments. These payments are generally based upon one or more of the following factors: average net assets of the Columbia
Funds distributed by the Distributor attributable to that financial intermediary, gross sales of the Columbia Funds distributed by the Distributor attributable to that financial intermediary, compensation for ticket charges (fees that a financial
intermediary firm charges its representatives for effecting transactions in Fund shares) or a negotiated lump sum payment.
While the financial arrangements may vary for each
financial intermediary, the marketing support payments to each financial intermediary generally are expected to be between 0.05% and 0.40% on an annual basis for payments based on average net assets of the Funds attributable to the financial
intermediary and between 0.05% and 0.25% on an annual basis for firms receiving a payment based on gross sales of the Funds attributable to the financial intermediary. The Distributor, the Investment Manager and other Ameriprise Financial affiliates
make payments with respect to a Fund or the Columbia Funds in materially larger amounts or on a basis materially different from those described above when dealing with certain financial intermediaries. Such increased payments may enable the
financial intermediaries to offset credits that they may provide to their customers.
As of April 2017, the Distributor, the Investment
Manager or their affiliates had agreed to make marketing support payments relating to the Funds to the following financial intermediaries or their affiliates.
Recipients of Marketing Support Payments Relating to the Funds
from the Distributor and/or other Ameriprise Financial Affiliates
■
|
American United
Life Insurance Company
|
■
|
Equitrust Life
Insurance Company
|
■
|
Farm Bureau Life
Insurance Company
|
■
|
Great West Life
& Annuity Company of New York
|
■
|
Great West Life
& Annuity Company
|
■
|
Guardian Insurance
& Annuity Company
|
■
|
Hartford Life
Insurance Company
|
■
|
Liberty Life
Assurance Company of Boston
|
■
|
MEMBERS Life
Insurance Company/CUNA
|
■
|
Midland National
Life Insurance Company
|
■
|
Prudential
Annuities Life Assurance Corporation
|
■
|
RiverSource Life
Insurance Company
|
■
|
RiverSource Life
Insurance Co. of New York
|
■
|
Symetra Life
Insurance Company
|
The Distributor, the
Investment Manager and/or their affiliates may enter into similar arrangements with other financial intermediaries from time to time. Therefore, the preceding list is subject to change at any time without notice.
Other Payments
From time to time, the
Distributor, from its own resources and not as an expense of the Fund, typically provides additional compensation to certain financial intermediaries that sell or arrange for the sale of shares of the Funds to the extent not prohibited by laws or
the rules of any self-regulatory agency, such as the Financial Industry Regulatory Authority (FINRA). Such compensation provided by the Distributor includes financial assistance to financial intermediaries that enable the Distributor to participate
in and/or present at financial intermediary-sponsored conferences or seminars, sales or training programs for invited registered representatives and other financial intermediary employees, financial intermediary entertainment and other financial
intermediary-sponsored events, and travel expenses, including lodging incurred by registered representatives and other employees in connection with prospecting, retention and due diligence trips. The Distributor makes payments for entertainment
events it deems appropriate, subject to the Distributor’s internal guidelines and applicable law. These payments may vary depending upon the nature of the event. Your financial intermediary may charge you fees or commissions in addition to
those disclosed in this SAI. You should consult with your financial intermediary and review carefully any disclosure your
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financial intermediary provides
regarding its services and compensation. Depending on the financial arrangement in place at any particular time, a financial intermediary and its financial consultants may have a financial incentive for recommending a particular fund, including the
Funds, or a particular share class over other funds or share classes. See
Investment Management and Other Services — Other Roles and Relationships of Ameriprise Financial and its Affiliates
— Certain Conflicts of Interest
for more information.
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CAPITAL STOCK AND OTHER
SECURITIES
Description of the Trust's
Shares
The Trust may issue an unlimited number
of full and fractional shares of beneficial interest of each Fund, without par value, and to divide or combine the shares of any series into a greater or lesser number of shares of that Fund without thereby changing the proportionate beneficial
interests in that Fund and to divide such shares into classes. Most of the Funds are authorized to issue multiple classes of shares. Such classes are designated as Class 1, Class 2 and Class 3. A Fund offers only those classes of shares listed on
the cover of its prospectuses. Each share of a class of a Fund represents an equal proportional interest in that Fund with each other share in the same class and is entitled to such distributions out of the income earned on the assets belonging to
that Fund as are declared in the discretion of the Board. However, different share classes of a Fund pay different distribution amounts because each share class has different expenses. Each time a distribution is made, the net asset value per share
of the share class is reduced by the amount of the distribution.
Subject to certain limited exceptions discussed in
each Fund’s prospectuses and in this SAI, a Fund may no longer be accepting new investments from current shareholders or prospective investors in general or with respect to one or more classes of shares. The Funds, however, may at any time and
without notice, accept new investments in general or with respect to one or more previously closed classes of shares.
If investors other than Participating Insurance
Companies, Separate Accounts, Qualified Plans or certain other eligible investors were to purchase shares in a Fund, VA contracts or VLI policies funded by that Fund could lose their favorable tax status. See “
Taxation
” below.
Restrictions on Holding or Disposing of Shares
There are no restrictions on the right of shareholders to retain or
dispose of the Funds' shares, other than the possible future termination of the Funds or the relevant class, except that the Funds may redeem Fund shares of shareholders holding less than any minimum or more than any maximum investment from time to
time established by the Board. The Funds or any class of shares of the Funds may be terminated by reorganization into another mutual fund or by liquidation and distribution of their assets. Unless terminated by reorganization or liquidation, the
Funds and classes will continue indefinitely.
Shareholder Liability
The Trust is organized as a business trust under Massachusetts law.
Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the Trust. However, the Trust’s Declaration of Trust disclaims any shareholder liability for acts or obligations of the
Funds and the Trust and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by a Fund or the Trustees. The Declaration of Trust provides for indemnification out of Fund property for
all loss and expense of any shareholder held personally liable for the obligations of a Fund. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances (which are considered remote) in
which a Fund would be unable to meet its obligations and the disclaimer was inoperative. The risk of a Fund incurring financial loss on account of another series of the Trust also is believed to be remote, because it would be limited to
circumstances in which the disclaimer was inoperative and the other series of the Trust was unable to meet its obligations.
Dividend Rights
The shareholders of a Fund are entitled to receive any dividends or
other distributions declared for the Fund. No shares have priority or preference over any other shares of the Funds with respect to distributions. Distributions will be made from the assets of the Funds, and will be paid pro rata to all shareholders
of each Fund (or class) according to the number of shares of each Fund (or class) held by shareholders on the record date. The amount of income dividends per share may vary between separate share classes of the Funds based upon differences in the
way that expenses are allocated between share classes pursuant to a multiple class plan.
Voting Rights and Shareholder Meetings
Shareholders have the power to vote only as expressly granted under
the 1940 Act or under Massachusetts business trust law. Each whole share (or fractional share) outstanding on the record date shall be entitled to a number of votes on any matter on which it is entitled to vote equal to the net asset value of the
share (or fractional share) in U.S. dollars determined at the close of business on the record date (for example, a share having a net asset value of $10.50 would be entitled to 10.5 votes).
Shareholders have no independent right to vote on
any matter, including the creation, operation, dissolution or termination of the Trust. Shareholders have the right to vote on other matters only as the Board authorizes. Currently, the 1940 Act requires that shareholders have the right to vote,
under certain circumstances, to: (i) elect Trustees; (ii) approve investment advisory agreements; (iii) approve a change in subclassification of a Fund; (iv) approve any change in fundamental investment policies;
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(v) approve a distribution plan under Rule 12b-1 under the 1940
Act; and (vi) to terminate the independent accountant. With respect to matters that affect one class but not another, shareholders vote as a class; for example, the approval of a distribution plan applicable to that class is voted on by holders of
that class of shares. Subject to the foregoing, all shares of a Trust have equal voting rights and will be voted in the aggregate, and not by Fund, except where voting by Fund is required by law or where the matter involved only affects one Fund.
For example, a change in a Fund’s fundamental investment policy affects only one Fund and would be voted upon only by shareholders of the Fund involved. Additionally, approval of an investment advisory agreement or, if shareholder approval is
required under exemptive relief, investment subadvisory agreement, since it only affects one Fund, is a matter to be determined separately by each Fund. Approval by the shareholders of one Fund is effective as to that Fund whether or not sufficient
votes are received from the shareholders of the other series to approve the proposal as to those Funds. Shareholders are entitled to one vote for each whole share held and a proportional fractional vote for each fractional vote held, on matters on
which they are entitled to vote. Fund shareholders do not have cumulative voting rights. The Trust is not required to hold, and has no present intention of holding, annual meetings of shareholders. Special meetings may be called for certain
purposes.
Certain Participating Insurance
Companies have voting rights with respect to all Fund shares held in the separate accounts where the Participating Insurance Companies set aside and invest the assets of certain of their VA contracts or VLI policies. To the extent a matter is to be
voted upon by Fund shareholders and to the extent required by federal securities laws or regulations, it is expected that the Participating Insurance Companies will: (i) notify each VA contract owner and VLI policy holder (each an
“Owner” and collectively, the “Owners”) of the shareholder meeting if shares held for that Owner’s contract or policy may be voted; (ii) send proxy materials and a form of instructions that each Owner can use to tell
its Participating Insurance Company how to vote the Fund shares held for such contract or policy; (iii) arrange for the handling and tallying of proxies received from the Owners; (iv) vote all Fund shares attributable to each Owner’s contract
or policy according to instructions received from such Owner; and (v) vote all Fund shares for which no voting instructions are received in the same proportion as shares for which instructions have been received.
For further discussion of the rights of Owners and
Qualified Plan participants concerning the voting of shares, please see your annuity or life insurance contract prospectus or Qualified Plan disclosure documents, as applicable.
Liquidation Rights
In the event of the liquidation or dissolution of the Trust or a
Fund, all shares have equal rights and shareholders of a Fund are entitled to a proportionate share of the assets of the Fund that are available for distribution and to a distribution of any general assets not attributable to a particular Fund that
are available for distribution in such manner and on such basis as the Board may determine.
Preemptive Rights
There are no preemptive rights associated with Fund shares.
Conversion Rights
Conversion features and exchange privileges, if applicable, are
described in the Funds’ prospectuses and Appendix S to this SAI.
Redemptions
The Fund’s dividend,
distribution and redemption policies can be found in its prospectuses. However, the Board may suspend the right of shareholders to sell shares when permitted or required to do so by law or compel sales of shares in certain cases.
Sinking Fund Provisions
The Trust has no sinking fund provisions.
Calls or Assessment
All Fund shares are issued in uncertificated form only and when
issued will be fully paid and non-assessable by its Trust.
Conduct of the Trust's Business
Forum Selection. The Trust’s Bylaws provide
that the sole and exclusive forums for any shareholder (including a beneficial owner of shares) to bring (i) any action or proceeding brought on behalf of the Trust, (ii) any action asserting a claim for breach of a fiduciary duty owed by any
Trustee, officer or employee, if any, of the Trust to the Trust or the Trust’s shareholders, (iii) any action asserting a claim against the Trust or any of its Trustees, officers or employees arising pursuant to any provision of the statutory
or common law of the state in which the Trust is organized or any federal securities law, in each case as amended from time to time, or the Trust’s Declaration of Trust or Bylaws, or (iv) any action asserting a claim governed by the internal
affairs doctrine shall be within the federal or state courts in the state in which the Trust is organized.
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This forum selection provision may limit a
shareholder’s ability to bring a claim in a judicial forum that the shareholder finds favorable for disputes with the Trust and/or any of its Trustees, officers, employees or service providers. If a court were to find the forum selection
provision contained in the Bylaws to be inapplicable or unenforceable in an action, the Trust may incur additional costs associated with resolving such action in other jurisdictions.
Derivative and Direct Claims of Shareholders. The
Trust’s Bylaws contain provisions regarding derivative and direct claims of shareholders. As used in the Bylaws, a “direct” shareholder claim refers to (i) a claim based upon alleged violations of a shareholder’s individual
rights independent of any harm to the Trust, including a shareholder’s voting rights under the Bylaws; rights to receive a dividend payment as may be declared from time to time; rights to inspect books and records; or other similar rights
personal to the shareholder and independent of any harm to the Trust; and (ii) a claim for which a direct shareholder action is expressly provided under the U.S. federal securities laws. Any other claim asserted by a shareholder, including without
limitation any claims purporting to be brought on behalf of the Trust or involving any alleged harm to the Trust, is considered a “derivative” claim as used in the Bylaws.
A shareholder may not bring or maintain any court
action or other proceeding asserting a derivative claim or any claim asserted on behalf of the Trust or involving any alleged harm to the Trust without first making demand on the Trustees requesting the Trustees to bring or maintain such action,
proceeding or claim. Such demand shall not be excused under any circumstances, including claims of alleged interest on the part of the Trustees, unless the shareholder makes a specific showing that irreparable nonmonetary injury to the Trust would
otherwise result.
The Trustees of the Trust shall
consider any demand or request within 90 days of its receipt by the Trust or inform claimants within such time that further review and consideration is required, in which case the Trustees shall have an additional 120 days to respond. In their sole
discretion, the Trustees may submit the matter to a vote of shareholders of the Trust or of any series or class of shares, as appropriate. Any decision by the Trustees to settle or to authorize (or not to settle or to authorize) such court action,
proceeding or claim, or to submit the matter to a vote of shareholders, shall be binding upon the shareholder seeking authorization.
Any person purchasing or otherwise holding any
interest in shares of beneficial interest of the Trust will be deemed to have notice of and consented to the foregoing provisions. These provisions may limit a shareholder’s ability to bring a claim against the Trustees, officers or other
employees of the Trust and/or its service providers.
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Purchase, Redemption and Pricing of Shares
Purchase and Redemption
An investor may buy, sell and transfer shares in the
Funds utilizing the methods, and subject to the restrictions, described in the Funds’ prospectuses. The following information supplements information in the Funds’ prospectuses.
Fund shares are made available to serve as the
underlying investment vehicles for VA contract and VLI policy separate accounts issued by Participating Insurance Companies, for Qualified Plans and for certain other eligible investors. Shares of the Funds are sold at net asset value without the
imposition of a sales charge. The separate accounts of the Participating Insurance Companies or Qualified Plan sponsor place orders to purchase and redeem shares of the Funds based on, among other things, the amount of premium payments to be
invested and the amount of surrender and transfer requests to be effected on that day pursuant to the contracts. In addition, in no instance will the Funds be made available to life insurance separate accounts without the Trust having received any
necessary SEC consents or approvals. It is conceivable that in the future it may be disadvantageous for VA contract separate accounts and VLI policy separate accounts to invest in the Funds simultaneously. Although the Trust and the Funds do not
currently foresee any such disadvantages either to VA contract owners or VLI policy owners, the Trust’s Board intends to monitor events in order to identify any material conflicts between such VA contract owners and VLI policy owners and to
determine what action, if any, should be taken in response thereto. If the Board were to conclude that separate funds should be established for VLI policy and VA contract separate accounts, the VLI policy and VA contract owners would not bear any
expenses attendant to the establishment of such separate funds.
Purchases of shares of the Funds
may be effected on a Business Day. The Trust and the Distributor reserve the right to reject any purchase order. The issuance of shares is recorded on the books of the Trust, and share certificates are not issued. Purchase orders for shares in the
Funds that are received by the Distributor or by the Transfer Agent before the end of the Business Day (typically 4:00 p.m., Eastern time) are priced according to the net asset value determined on that day but are not executed until 4:00 p.m.,
Eastern time, on the Business Day on which immediately available funds in payment of the purchase price are received by the Fund’s Custodian.
Redemption proceeds are normally remitted in Federal
funds wired to the redeeming Participating Insurance Company or Qualified Plan sponsor within three Business Days following receipt of the order. It is the responsibility of the Distributor to transmit orders it receives to the Trust. No charge for
wiring redemption payments is imposed by the Trust. Redemption orders are effected at the net asset value per share next determined after acceptance of the order by the Transfer Agent.
Should a Fund stop selling shares, the Board may
make a deduction from the value of the assets held by the Fund to cover the cost of future liquidations of the assets so as to distribute these costs fairly among all shareholders.
The Trust also may make payment for sales in readily
marketable securities or other property if it is appropriate to do so in light of the Trust’s responsibilities under the 1940 Act.
Under the 1940 Act, the Funds may suspend the right
of redemption or postpone the date of payment for shares during any period when (i) trading on the NYSE is restricted by applicable rules and regulations of the SEC; (ii) the NYSE is closed for other than customary weekend and holiday closings;
(iii) the SEC has by order permitted such suspension; (iv) an emergency exists as determined by the SEC. (The Funds may also suspend or postpone the recordation of the transfer of their shares upon the occurrence of any of the foregoing
conditions).
The Trust has elected to be
governed by Rule 18f-1 under the 1940 Act, as a result of which each Fund is obligated to redeem shares, subject to the exceptions listed above, with respect to any one shareholder during any 90-day period, solely in cash up to the lesser of
$250,000 or 1% of the net asset value of each Fund at the beginning of the period. Although redemptions in excess of this limitation would normally be paid in cash, the Fund reserves the right to make these payments in whole or in part in securities
or other assets in case of an emergency, or if the payment of a redemption in cash would be detrimental to the existing shareholders of the Fund as determined by the Board. In these circumstances, the securities distributed would be valued as set
forth in this SAI. Should a Fund distribute securities, a shareholder may incur brokerage fees or other transaction costs in converting the securities to cash.
The timing and magnitude of cash inflows from
investors buying Fund shares could prevent a Fund from always being fully invested. Conversely, the timing and magnitude of cash outflows to investors redeeming Fund shares could require large ready reserves of uninvested cash to meet shareholder
redemptions. Either situation could adversely impact a Fund’s performance.
Anti-Money Laundering Compliance
The Funds are required to comply with various anti-money laundering
laws and regulations. Consequently, the Funds may request additional required information from you to verify your identity. Your application will be rejected if it does not contain your name, social security number, date of birth and permanent
street address. If at any time the Funds believe a shareholder may be involved in suspicious activity or if certain account information matches information on government lists of suspicious
persons, the Funds may choose not to establish a new account or may
be required to “freeze” a shareholder’s account. The Funds also may be required to provide a governmental agency with information about transactions that have occurred in a shareholder’s account or to transfer monies received
to establish a new account, transfer an existing account or transfer the proceeds of an existing account to a governmental agency. In some circumstances, the law may not permit the Funds to inform the shareholder that it has taken the actions
described above.
Offering Price
The share price of each Fund is
based on each Fund’s net asset value (NAV) per share, which is calculated separately for each class of shares as of the end of the Business Day.
For Funds Other than Money Market Funds.
The value of each Fund’s portfolio securities is determined in accordance with the Trust’s valuation procedures, which are approved by the Board. Except as described below under “Fair
Valuation of Portfolio Securities,” the Fund’s portfolio securities are typically valued using the following methodologies:
Equity Securities.
Equity securities (including common stocks, preferred stocks, convertible securities, warrants and ETFs) listed on an exchange are valued at the closing price on their primary exchange (which, in the case of foreign securities, may be a foreign
exchange) or, if a closing price is not readily available, at the mean of the closing bid and asked prices. Over-the-counter equity securities not listed on any national exchange but included in the NASDAQ National Market System are valued at the
NASDAQ Official Closing Price or, if the official closing price is not readily available, at the mean between the closing bid and asked prices. Equity securities and ETFs that are not listed on any national exchange and are not included in the
NASDAQ National Market System are valued at the mean between the closing bid and asked prices. Shares of other open-end investment companies (other than ETFs) are valued at the latest net asset value reported by those companies as of the valuation
time.
Fixed Income Securities.
Debt securities with remaining maturities in excess of 60 days are valued at market value based on an evaluated bid, which may be obtained from a pricing service. If pricing information is unavailable from a pricing
service or is not believed to be reflective of market value, then a security may be valued at a bid quote from a broker-dealer, or, if a bid quote from a broker-dealer is not available, at fair value. Debt securities with remaining maturities of 60
days or less are valued at their amortized cost value if such value is approximately the same as market value.
If the amortized cost value of such securities is not reflective of market value, then the
valuation process for debt
securities with remaining maturities in excess of 60 days will be applied. Amortized cost is determined by systematically increasing the carrying value of a security if acquired at a
discount, or reducing the carrying value if acquired at a premium, so that the carrying value is equal to maturity value on the maturity date. Short-term variable rate demand notes are typically valued at par value. Newly issued debt securities may
be valued at purchase price for up to two days following purchase or at fair value if the purchase price is not believed to be reflective of market value.
Futures, Options and Other Derivatives.
Futures and options on futures are valued based on the settle price at the close of regular trading on their principal exchange or, in the absence of transactions, they are valued at the mean of the closing bid and asked
prices closest to the last reported sale price. Listed options are valued at the mean of the closing bid and asked prices. If market quotations are not readily available, futures and options are valued using quotations from broker-dealers.
Customized derivative products are valued at a price provided by a pricing service or, if such a price is unavailable, a broker quote or at a price derived from an internal valuation model.
Repurchase and Reverse Repurchase Agreements.
Repurchase and reverse repurchase agreements are generally valued at a price equal to the amount of cash invested in the repurchase agreement, or borrowed in the reverse repurchase agreement, respectively, at the time of
valuation.
Bank Loans.
Bank loans purchased in the primary market are typically valued at acquisition cost for up to two days, and are then valued using a market quotation from a pricing service or quote from a broker-dealer, or if such quotes
are unavailable, fair value. For bank loans trading in the secondary market, prices are obtained from a pricing service and are based upon the average of one or more indicative bids from broker-dealers.
Private Placement Securities.
Private placement securities requiring fair valuation are typically valued utilizing prices from broker-dealers or using internal analysis and any issuer-provided financial information.
Foreign Currencies.
Foreign currencies, securities denominated in foreign currencies and payables/receivables denominated in foreign currencies are valued in U.S. dollars utilizing spot exchange rates at the close of regular trading on the NYSE. Forward foreign
currency contracts are valued in U.S. dollars utilizing the applicable forward currency exchange rate as of the close of regular trading on the NYSE.
For Money Market Funds.
In accordance with Rule 2a-7 under the 1940 Act, the securities in the portfolio of a money market fund are generally valued at amortized cost if such value is approximately the same as market value or
at market value (based on market-based prices); or, if market value is not available, fair value. The amortized cost method of valuation is an approximation
of market value determined by systematically increasing the
carrying value of a security if acquired at a discount, or reducing the carrying value if acquired at a premium, so that the carrying value is equal to maturity value on the maturity date. Amortized cost does not take into consideration unrealized
capital gains or losses.
The Board has
established procedures designed to stabilize the Fund’s price per share for purposes of sales and redemptions at $1.00, to the extent that it is reasonably possible to do so. These procedures include review of the Fund’s securities by
the Board, at intervals deemed appropriate by it, to determine whether the Fund’s net asset value per share computed by using available market quotations deviates from a share value of $1.00 as computed using the amortized cost method.
Deviations are reported to the Board periodically and, if any such deviation exceeds 0.5%, the Board must determine what action, if any, needs to be taken. If the Board determines that a deviation exists that may result in a material dilution or
other unfair results for shareholders or investors, the Board must cause the Fund to undertake such remedial action as the Board deems appropriate to eliminate or reduce to the extent reasonably practicable such dilution or unfair results.
Such action may include withholding dividends,
calculating net asset value per share for purposes of sales and redemptions using available market quotations, making redemptions in kind, and/or selling securities before maturity in order to realize capital gains or losses or to shorten average
portfolio maturity.
While the amortized cost
method provides certainty and consistency in portfolio valuation, it may result in valuations of securities that are either somewhat higher or lower than the prices at which the securities could be sold. This means that during times of declining
interest rates the yield on the Fund’s shares may be higher than if valuations of securities were made based on actual market prices and estimates of market prices. Accordingly, if using the amortized cost method were to result in a lower
portfolio value, a prospective investor in the Fund would be able to obtain a somewhat higher yield than the investor would receive if portfolio valuations were based on actual market values. Existing shareholders, on the other hand, would receive a
somewhat lower yield than they would otherwise receive. The opposite would happen during a period of rising interest rates.
Fair Valuation of Portfolio Securities.
In the event that (i) market quotations or valuations from other sources are not readily available, such as when trading is halted or securities are not actively
traded; (ii) market quotations or valuations from other sources are not reflective of market value (i.e., such prices or values are deemed unreliable in the judgment of the Investment Manager); or (iii) a significant event has been recognized in
relation to a security or class of securities that is not reflected in market quotations or valuations from other sources, such as when an event impacting a foreign security occurs after the closing of the security’s foreign exchange but
before the closing of the NYSE, a fair value for each such security is determined in accordance with valuation procedures approved by the Board. The fair value of a security is likely to be different from the quoted or published price and fair value
determinations often require significant judgment.
In general, any relevant factors may be taken into
account in determining fair value, including but not limited to the following, among others: the fundamental analytical data relating to the security; the value of other financial instruments, including derivative securities traded on other markets
or among dealers; trading volumes on markets, exchanges, or among dealers; values of baskets of securities traded on other markets, exchanges, or among dealers; changes in interest rates; observations from financial institutions; government actions
or pronouncements; other news events; information as to any transactions or offers with respect to the security; price and extent of public trading in similar securities of the issuer or comparable companies; nature and expected duration of the
event, if any, giving rise to the valuation issue; pricing history; the relative size of the position in the portfolio; internal models; and other relevant information.
With respect to securities traded on foreign
markets, relevant factors may include, but not be limited to, the following: the value of foreign securities traded on other foreign markets; ADR and/or GDR trading; closed-end fund trading; foreign currency exchange activity and prices; and the
trading of financial products that are tied to baskets of foreign securities, such as certain exchange-traded index funds. A systematic independent fair value pricing service assists in the fair valuation process for foreign securities in order to
adjust for possible changes in value that may occur between the close of the foreign exchange and the time at which a Fund’s NAV is determined. Although the use of this service is intended to decrease opportunities for time zone arbitrage
transactions, there can be no assurance that it will successfully decrease arbitrage opportunities.
TAXATION
The following information supplements and should be
read in conjunction with the section in the Funds’ prospectuses entitled
Distributions and Taxes
. The prospectuses generally describe the U.S. federal income tax treatment of the Funds and their
shareholders. This section of the SAI provides additional information concerning U.S. federal income taxes. It is based on the Code, applicable U.S. Treasury Regulations, judicial authority, and administrative rulings and practice, all as in effect
as of the date of this SAI and all of which are subject to change, including changes with retroactive effect. The following discussion does not address any state, local or foreign tax matters. The Funds may or may not invest in all of the securities
or other instruments described in this
Taxation
section. Please see the Funds' prospectuses for information about a Fund's investments, as well as each Fund’s semiannual and annual
shareholder reports.
The following discussion
is generally based on the assumption that the shares of each Fund will be respected as owned by Participating Insurance Companies through their separate accounts, Qualified Plans, and other eligible persons or plans permitted to hold shares of a
Fund pursuant to the applicable Treasury Regulations without impairing the ability of the Participating Insurance Company separate accounts to satisfy the diversification requirements of Section 817(h) of the Code (“Other Eligible
Investors”). If this is not the case and shares of a Fund held by separate accounts of Participating Insurance Companies are not respected as owned for U.S. federal income tax purposes by those separate accounts, the person(s) determined to
own the Fund shares will not be eligible for tax deferral and, instead, will be taxed currently on Fund distributions and on the proceeds of any sale, transfer or redemption of Fund shares under applicable U.S. federal income tax rules that may not
be discussed herein.
VP – Core Equity Fund will be treated as an entity disregarded from its owner for federal income tax purposes (a so-called “disregarded entity”). A disregarded entity itself is not subject to U.S.
federal income tax nor to any annual tax return filing requirements.
The Trust has not requested and will not request an
advance ruling from the IRS as to the U.S. federal income tax matters described below. The IRS could adopt positions contrary to those discussed below and such positions could be sustained. In addition, the following discussion and the discussions
in the prospectuses address only some of the U.S. federal income tax considerations generally affecting investments in the Funds. In particular, because Participating Insurance Company separate accounts, Qualified Plans and Other Eligible Investors
will be the only shareholders of a Fund, only certain U.S. federal tax aspects of an investment in a Fund are described herein. Holders of VA contracts and VLI policies (together, “Contracts”), Qualified Plan participants, or persons
investing through an Other Eligible Investor are urged to consult the Participating Insurance Company, Qualified Plan, or Other Eligible Investor through which their investment is made, as well as to consult their own tax advisors and financial
planners, regarding the U.S. federal tax consequences to them of an investment in a Fund, the application of state, local, or foreign laws, and the effect of any possible changes in applicable tax laws on an investment in a Fund.
Taxation – Funds Intending to Qualify as
Regulated Investment Companies
The following sections apply only
to the following Funds and their shareholders: VP – American Century Diversified Bond Fund, VP – BlackRock Global Inflation-Protected Securities Fund, VP – CenterSquare Real Estate Fund, VP – Columbia Wanger International
Equities Fund, VP – Commodity Strategy Fund, VP – DFA International Value Fund, VP – Eaton Vance Floating-Rate Income Fund, VP – Emerging Markets Bond Fund, VP – Emerging Markets Fund, VP – Global Bond Fund, VP
– Government Money Market Fund, VP – High Yield Bond Fund, VP – Income Opportunities Fund, VP – Intermediate Bond Fund, VP – Limited Duration Credit Fund, VP – Oppenheimer International Growth Fund, VP –
Partners Core Bond Fund, VP – Pyramis International Equity Fund, VP – Select International Equity Fund, VP – Seligman Global Technology Fund, VP – TCW Core Plus Bond Fund, VP – U.S. Government Mortgage Fund and VP
– Wells Fargo Short Duration Government Fund (collectively, the “RIC Funds”), and, for purposes of the following sections, the "Funds":
Qualification as a Regulated Investment Company
It is intended that each Fund qualify as a “regulated
investment company” under Subchapter M of Subtitle A, Chapter 1 of the Code. Each Fund will be treated as a separate entity for U.S. federal income tax purposes. Thus, the provisions of the Code applicable to regulated investment companies
generally will apply separately to each Fund, even though each Fund is a series of a Trust. Furthermore, each Fund will separately determine its income, gains, losses, and expenses for U.S. federal income tax purposes.
In order to qualify for the special tax treatment
accorded regulated investment companies and their shareholders under the Code, each Fund must, among other things, derive at least 90% of its gross income each taxable year generally from (i) dividends, interest, certain payments with respect to
securities loans, gains from the sale or other disposition of stock, securities or foreign currencies, or other income attributable to its business of investing in such stock, securities or foreign currencies (including, but not limited to, gains
from options, futures or forward contracts) and (ii) net income derived from an interest in a qualified publicly traded partnership, as defined below. In general, for purposes of this 90% gross income requirement, income derived
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from a partnership (other than a
qualified publicly traded partnership) will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership which would be qualifying income if realized directly by the regulated investment
company. However, 100% of the net income derived from an interest in a qualified publicly traded partnership (generally, defined as a partnership (x) the interests in which are traded on an established securities market or readily tradable on a
secondary market or the substantial equivalent thereof, and (y) that derives less than 90% of its gross income from the qualifying income described in clause (i) above) will be treated as qualifying income. In general, such entities will be treated
as partnerships for federal income tax purposes if they meet the passive income requirement under Section 7704(c)(2) of the Code. Certain of a Fund’s investments in master limited partnerships ("MLPs") and exchange-traded funds ("ETFs"), if
any, may qualify as interests in qualified publicly traded partnerships. In addition, although in general the passive loss rules do not apply to a regulated investment company, such rules do apply to a regulated investment company with respect to
items attributable to an interest in a qualified publicly traded partnership.
The Fund must also diversify its holdings so that,
at the end of each quarter of the Fund’s taxable year: (i) at least 50% of the fair market value of its total assets consists of (A) cash and cash items (including receivables), U.S. Government securities and securities of other regulated
investment companies, and (B) other securities, of any one issuer (other than those described in clause (A)) to the extent such securities do not exceed 5% of the value of the Fund’s total assets and are not more than 10% of the outstanding
voting securities of such issuer, and (ii) not more than 25% of the value of the Fund’s total assets is invested in, including through corporations in which the Fund owns a 20% or more voting stock interest, the securities of any one issuer
(other than those described in clause (i)(A)), the securities (other than securities of other regulated investment companies) of two or more issuers the Fund controls and which are engaged in the same, similar, or related trades or businesses, or
the securities of one or more qualified publicly traded partnerships.
In addition, for purposes of meeting this
diversification requirement, the term “outstanding voting securities of such issuer” includes the equity securities of a qualified publicly traded partnership and in the case of a Fund’s investments in loan participations, the Fund
shall treat both the financial intermediary and the issuer of the underlying loan as an issuer. The qualifying income and diversification requirements described above may limit the extent to which a Fund can engage in certain derivative
transactions, as well as the extent to which it can invest in MLPs and certain commodity-linked ETFs.
In addition, each Fund generally must distribute to
its shareholders at least 90% of its investment company taxable income for the taxable year, which generally includes its ordinary income and the excess of any net short-term capital gain over net long-term capital loss, and at least 90% of its net
tax-exempt interest income (if any) for the taxable year.
If a Fund qualifies as a regulated
investment company that is accorded special tax treatment, it generally will not be subject to U.S. federal income tax on any of the investment company taxable income and net capital gain (
i.e.
, the excess of
net long-term capital gain over net short-term capital loss) it distributes to its shareholders. The Fund generally intends to distribute at least annually substantially all of its investment company taxable income (computed without regard to the
dividends-paid deduction) and its net capital gain. However, no assurance can be given that a Fund will not be subject to U.S. federal income taxation. Any investment company taxable income or net capital gain retained by a Fund will be subject to
tax at regular corporate rates.
In determining
its net capital gain, including in connection with determining the amount available to support a capital gain dividend, its taxable income, and its earnings and profits, a regulated investment company generally may elect to treat part or all of any
post-October capital loss (defined as any net capital loss attributable to the portion of the taxable year after October 31 or, if there is no such loss, the net long-term capital loss or net short-term capital loss attributable to such portion of
the taxable year) or late-year ordinary loss (generally, its net ordinary loss from the sale, exchange or other taxable disposition of property, attributable to the portion of the taxable year after October 31).
In order to comply with the distribution
requirements described above applicable to regulated investment companies, a Fund generally must make the distributions in the same taxable year that it realizes the income and gain, although in certain circumstances, a Fund may make the
distributions in the following taxable year in respect of income and gains from the prior taxable year. If a Fund declares a distribution to shareholders of record in October, November or December of one calendar year and pays the distribution in
January of the following calendar year, the Fund and its shareholders will be treated as if the Fund paid the distribution on December 31 of the earlier year.
If a Fund were to fail to meet the income,
diversification or distribution tests described above, the Fund could in some cases cure such failure including by paying a fund-level tax or interest, making additional distributions, or disposing of certain assets. If the Fund were ineligible to
or otherwise did not cure such failure for any year, or were otherwise to fail to qualify and be eligible for treatment as a regulated investment company accorded special tax treatment under the Code for such year, (i) it would be taxed in the same
manner as an ordinary corporation without any deduction for its distributions to shareholders, and (ii) each Participating Insurance Company separate account invested in the Fund would fail to satisfy the separate diversification requirements
described below (See
Taxation – Special Tax Considerations for Separate Accounts of Participating Insurance
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Companies
), with
the result that the Contracts supported by that account would no longer be eligible for tax deferral. In addition, the Fund could be required to recognize unrealized gains, pay substantial taxes and interest and make substantial distributions before
requalifying as a regulated investment company.
Excise Tax
Amounts not distributed on a timely basis by regulated investment
companies in accordance with a calendar year distribution requirement are subject to a nondeductible 4% excise tax at the Fund level. This excise tax, however, is generally inapplicable to any regulated investment company whose sole shareholders are
separate accounts of insurance companies funding Contracts, Qualified Plans, Other Eligible Investors, or other regulated investment companies that are also exempt from the excise tax. If a Fund is subject to the excise tax requirements and the Fund
fails to distribute by December 31 of each calendar year at least the sum of 98% of its ordinary income for that year (excluding capital gains and losses) and 98.2% of its capital gain net income (adjusted for net ordinary losses) for the one-year
period ending on October 31 of that year (or the last day of the Fund’s taxable year ending in December of that year if the Fund so elects), and any of its ordinary income and capital gain net income from previous years that were not
distributed during such years, the Fund will be subject to the excise tax. For these purposes, ordinary gains and losses from the sale, exchange, or other taxable disposition of property that would be taken properly into account after October 31 of
a calendar year are generally treated as arising on January 1 of the following calendar year. For purposes of the excise tax, a Fund will be treated as having distributed any amount on which it has been subject to corporate income tax in the taxable
year ending within the calendar year. Each Fund generally intends to actually distribute or be deemed to have distributed substantially all of its ordinary income and capital gain net income, if any, by the end of each calendar year and, thus,
expects not to be subject to the excise tax. However, no assurance can be given that a Fund will not be subject to the excise tax.
Capital Loss Carryovers
Capital losses in excess of capital gains (“net capital
losses”) are not permitted to be deducted against a Fund’s net investment income. Instead, potentially subject to certain limitations, a Fund is able to carry forward a net capital loss from any taxable year to offset its capital gains,
if any, realized during a subsequent taxable year.
If a Fund incurs or has incurred net capital losses
in taxable years beginning after December 22, 2010 (“post-2010 losses”), those losses will be carried forward to one or more subsequent taxable years without expiration; any such carryover losses will retain their character as short-term
or long-term. If a Fund incurred net capital losses in a taxable year beginning on or before December 22, 2010 (“pre-2011 losses”), the Fund is permitted to carry such losses forward for eight taxable years; in the year to which they are
carried over, such losses are treated as short-term capital losses that first offset short-term capital gains, and then offset any long-term capital gains. The Fund must use any post-2010 losses, which will not expire, before it uses any pre-2011
losses. This increases the likelihood that pre-2011 losses will expire unused at the conclusion of the eight-year carryover period.
Capital gains that are offset by carried forward
capital losses are not subject to fund-level U.S. federal income taxation, regardless of whether they are distributed to shareholders. Accordingly, the Funds do not expect to distribute any capital gains so offset. The Funds cannot carry back or
carry forward any net operating losses (defined as deductions and ordinary losses in excess of ordinary income).
The total capital loss carryovers
below include post-October capital losses, if applicable.
Fund
|
Total
Capital Loss
Carryovers
|
Amount
Expiring in
|
|
Amount
not Expiring
|
2017
|
2018
|
2019
|
|
Short-term
|
Long-term
|
For
Funds with fiscal period ending December 31
|
VP
– Commodity Strategy Fund
|
$484
|
$0
|
$0
|
$0
|
|
$484
|
$0
|
VP
– DFA International Value Fund
|
$19,103,160
|
$0
|
$0
|
$0
|
|
$3,313,847
|
$15,789,313
|
VP
– Eaton Vance Floating-Rate Income Fund
|
$16,705,165
|
$0
|
$0
|
$0
|
|
$0
|
$16,705,165
|
VP
– Emerging Markets Bond Fund
|
$11,608,606
|
$0
|
$0
|
$0
|
|
$1,417,058
|
$10,191,548
|
VP
– Emerging Markets Fund
|
$83,534,863
|
$0
|
$0
|
$0
|
|
$69,366,731
|
$14,168,132
|
VP
– Global Bond Fund
|
$2,552,935
|
$0
|
$0
|
$0
|
|
$0
|
$2,552,935
|
VP
– Government Money Market Fund
|
$2,321,204
|
$2,314,650
|
$6,554
|
$0
|
|
$0
|
$0
|
VP
– High Yield Bond Fund
|
$79,386,558
|
$72,257,550
|
$0
|
$0
|
|
$3,724,859
|
$3,404,149
|
VP
– Income Opportunities Fund
|
$8,956,423
|
$0
|
$0
|
$0
|
|
$2,925,994
|
$6,030,429
|
VP
– Limited Duration Credit Fund
|
$36,016,754
|
$0
|
$0
|
$0
|
|
$19,996,692
|
$16,020,062
|
VP
– Pyramis International Equity Fund
|
$112,476,797
|
$0
|
$0
|
$0
|
|
$76,418,520
|
$36,058,277
|
VP
– Select International Equity Fund
|
$107,742,219
|
$69,528,803
|
$0
|
$0
|
|
$22,714,033
|
$15,499,383
|
Statement
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194
|
Taxation of Fund Investments
If a Fund invests in debt
obligations that are in the lowest rating categories or are unrated, including debt obligations of issuers not currently paying interest or who are in default, special tax issues may exist for the Fund. Tax rules are not entirely clear about issues
such as: (1) whether a Fund should recognize market discount on a debt obligation and, if so, (2) the amount of market discount the Fund should recognize, (3) when a Fund may cease to accrue interest, original issue discount or market discount, (4)
when and to what extent deductions may be taken for bad debts or worthless securities and (5) how payments received on obligations in default should be allocated between principal and income. These and other related issues will be addressed by a
Fund when, as and if it invests in such securities, in order to seek to ensure that it distributes sufficient income to preserve its status and eligibility for treatment as a regulated investment company and does not become subject to U.S. federal
income or excise tax.
Foreign
exchange gains and losses realized by a Fund in connection with certain transactions involving foreign currency-denominated debt securities, certain options, futures contracts, forward contracts and similar instruments relating to foreign
currencies, or payables or receivables denominated in a foreign currency are subject to Section 988 of the Code. Under future U.S. Treasury Regulations, any such transactions that are not directly related to a Fund’s investments in stock or
securities (or its options contracts or futures contracts with respect to stock or securities) may have to be limited in order to enable the Fund to satisfy the 90% qualifying income test described above. If the net foreign exchange loss exceeds a
Fund’s net investment company taxable income (computed without regard to such loss) for a taxable year, the resulting ordinary loss for such year will not be available as a carryover and thus cannot be deducted by the Fund in future
years.
A Fund’s transactions in
securities and certain types of derivatives (e.g., options, futures contracts, forward contracts and swap agreements), as well as any of its hedging, short sale, securities loan or similar transactions may be subject to special tax rules, such as
the notional principal contract, straddle, constructive sale, wash-sale, mark-to-market, or short-sale rules. Rules governing the U.S. federal income tax aspects of certain of these transactions, including certain commodity-linked investments, are
in a developing stage and are not entirely clear in certain respects. Accordingly, while each Fund intends to account for such transactions in a manner it deems to be appropriate, an adverse determination or future guidance by the IRS with respect
to these rules (which determination or guidance could be retroactive) may affect whether a Fund has made sufficient distributions, and otherwise satisfied the relevant requirements to maintain its qualification as a regulated investment company and
avoid fund-level tax. Certain requirements that must be met under the Code in order for a Fund to qualify as a regulated investment company may limit the extent to which a Fund will be able to engage in certain derivatives or commodity-linked
transactions.
If a Fund receives a payment in
lieu of dividends (a “substitute payment”) with respect to securities on loan pursuant to a securities lending transaction, such income will not be eligible for the dividends-received deduction for corporate shareholders. A
dividends-received deduction is a deduction that may be available to corporate shareholders, subject to limitations and other rules, on Fund distributions attributable to dividends received by the Fund from domestic corporations, which, if received
directly by the corporate shareholder, would qualify for such a deduction. For eligible corporate shareholders, the dividends received deduction may be subject to certain reductions, and a distribution by a Fund attributable to dividends of a
domestic corporation will be eligible for the deduction only if certain holding period and other requirements are met. A Fund’s position in certain derivative financial contracts with equities underlying may limit the Fund’s holding
period in certain equities, and may limit the dividends received deduction for the portion of the Fund’s distribution attributable to dividends received from those equities. These requirements are complex; therefore, corporate shareholders of
the Funds are urged to consult their own tax advisors and financial planners. Similar consequences may apply to repurchase and other derivative transactions. The Funds do not expect that distributions from any Subsidiary will be eligible for the
dividends-received deduction.
Income,
proceeds and gains received by a Fund from sources within foreign countries (
e.g.
, dividends or interest paid on foreign securities) may be subject to withholding and other taxes imposed by such countries;
such taxes would reduce the Fund’s return on those investments. Tax conventions between certain countries and the United States may reduce or eliminate such taxes.
A Fund may invest directly or
indirectly in residual interests in REMICs or equity interests in taxable mortgage pools (“TMPs”). Under an IRS notice, and U.S. Treasury Regulations that have yet to be issued but may apply retroactively, a portion of a Fund’s
income (including income allocated to the Fund from a pass-through entity) that is attributable to a residual interest in a REMIC or an equity interest in a TMP (referred to in the Code as an “excess inclusion”) will be subject to U.S.
federal income tax in all events. This notice also provides, and the regulations are expected to provide, that excess inclusion income of a regulated investment company, such as a Fund, will be allocated to shareholders of the regulated investment
company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related interest directly.
In general, excess inclusion income allocated to
shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income (“UBTI”) to entities (including a qualified pension plan,
an individual retirement account, a 401(k) plan, a Keogh plan or certain other tax-exempt entities) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required
to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a foreign
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shareholder, will not qualify for any reduction in U.S. federal
withholding tax, and (iv) in the case of a Participating Insurance Company separate account supporting a Contract, cannot be offset by an adjustment to the reserves and thus is currently taxed notwithstanding the more general tax deferral available
to Participating Insurance Company separate accounts funding Contracts.
Income of a Fund that would be
UBTI if earned directly by a tax-exempt entity will not generally be attributed as UBTI to a tax-exempt shareholder of the Fund. Notwithstanding this “blocking” effect, a tax-exempt shareholder could realize UBTI by virtue of its
investment in the Fund if shares in the Fund constitute debt-financed property in the hands of the tax-exempt shareholder within the meaning of Section 514(b) of the Code.
As noted above, certain of the ETFs and MLPs in
which a Fund may invest qualify as qualified publicly traded partnerships. In such cases, the net income derived from such investments will constitute qualifying income for purposes of the 90% gross income requirement described earlier for
qualification as a regulated investment company. If such a vehicle were to fail to qualify as a qualified publicly traded partnership in a particular year, depending on the alternative treatment, either a portion of its gross income could constitute
non-qualifying income for purposes of the 90% gross income requirement, or all of its income could be subject to corporate tax, thereby potentially reducing the portion of any distribution treated as a dividend, and more generally, the value of the
Fund's investment therein. In addition, as described above, the diversification requirement for regulated investment company qualification will limit a Fund’s investments in one or more vehicles that are qualified publicly traded partnerships
to 25% of the Fund’s total assets as of the end of each quarter of the Fund’s taxable year.
“Passive foreign investment
companies” (“PFICs”) are generally defined as foreign corporations where at least 75% of their gross income for their taxable year is income from passive sources (such as certain interest, dividends, rents and royalties, or capital
gains) or at least 50% of their assets on average produce or are held for the production of such passive income. If a Fund acquires any equity interest in a PFIC, the Fund could be subject to U.S. federal income tax and interest charges on
“excess distributions” received from the PFIC or on gain from the sale of such equity interest in the PFIC, even if all income or gain actually received by the Fund is timely distributed to its shareholders.
Elections may be available that would ameliorate
these adverse tax consequences, but such elections would require a Fund to include its share of the PFIC’s income and net capital gains annually, regardless of whether it receives any distribution from the PFIC (in the case of a “QEF
election”), or to mark the gains (and to a limited extent losses) in its interests in the PFIC “to the market” as though the Fund had sold and repurchased such interests on the last day of the Fund’s taxable year, treating
such gains and losses as ordinary income and loss (in the case of a “mark-to-market election”). The Fund may attempt to limit and/or manage its holdings in PFICs to minimize tax liability and/or maximize returns from these investments
but there can be no assurance that it will be able to do so. Moreover, because it is not always possible to identify a foreign corporation as a PFIC, a Fund may incur the tax and interest charges described above in some instances.
Please refer to the
Taxation – The Subsidiary
section for further information about certain tax considerations relating to VP – Commodity Strategy Fund’s investment in the Subsidiary.
Tax Shelter Reporting Regulations
Under U.S. Treasury Regulations, if a shareholder recognizes a loss
of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder, including a Participating Insurance Company holding separate accounts, the shareholder must file with the IRS a disclosure statement on IRS Form
8886. Direct holders of portfolio securities are in many cases excepted from this reporting requirement, but under current guidance, shareholders of a regulated investment company, such as Participating Insurance Companies that own shares in a Fund
through their separate accounts, are not excepted. Future guidance may extend the current exception from this reporting requirement to shareholders of most or all regulated investment companies. The fact that a loss is reportable under these
regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult with their tax advisors to determine the applicability of these regulations in light of their individual
circumstances.
Taxation
–
Funds Expecting to Be Treated as Partnerships
The following sections apply only
to the following Funds and their shareholders: VP – Aggressive Portfolio, VP – Balanced Fund, VP – Conservative Portfolio, VP – Disciplined Core Fund, VP – Dividend Opportunity Fund, VP – Jennison Mid Cap Growth
Fund, VP – Large Cap Growth Fund, VP – Large Cap Index Fund, VP – Loomis Sayles Growth Fund, VP – Los Angeles Large Cap Growth Fund, VP – MFS Blended Research Core Equity Fund, VP – MFS Value Fund, VP – MV
Moderate Growth Fund, VP – Mid Cap Growth Fund, VP – Mid Cap Value Fund, VP – Moderately Aggressive Portfolio, VP – Moderately Conservative Portfolio, VP – Moderate Portfolio, VP – Morgan Stanley Advantage Fund,
VP – Partners Small Cap Growth Fund, VP – Partners Small Cap Value Fund, VP – Select Large-Cap Value Fund, VP – Select Smaller-Cap Value Fund, VP – T. Rowe Price Large Cap Value Fund, VP – U.S. Equities Fund and
VP – Victory Sycamore Established Value Fund (collectively, the “Partnership Funds”), and, for purposes of the following sections, the "Funds":
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|
Fund Status
For U.S. federal income tax purposes, each Fund expects to be
treated as a partnership and not as an association taxable as a corporation, and does not expect to be a “publicly traded partnership” as defined in Section 7704 of the Code. Each Fund considers itself to be a separate entity for U.S.
federal income tax purposes. Thus, each Fund and its shareholders should not be required to take into account the assets, operations, or shareholders of other series of the Trust for U.S. federal income tax purposes
(
e.g.
, for purposes of determining possible characterization as a publicly traded partnership). If a Fund were determined to be a publicly traded partnership taxable as a corporation, (i) it generally would be
subject to tax at the Fund level on its earnings and profits at regular corporate income tax rates, and (ii) each Participating Insurance Company separate account invested in the Fund would fail to satisfy the separate diversification requirements
described below (See
Taxation – Special Tax Considerations for Separate Accounts of Participating Insurance Companies
), with the result that the Contracts supported by that account would
no longer be eligible for tax deferral.
As a
partnership, a Fund is not itself subject to U.S. federal income tax. Instead, each shareholder will be required to take into account for U.S. federal income tax purposes its allocable share of a Fund’s income, gains, losses, deductions,
credits, and other tax items, without regard to whether such shareholder has received or will receive corresponding distributions from the Fund. Allocations of these tax items, for U.S. federal income tax purposes, generally will be made in
accordance with the economics of the Funds. Such items, when allocated to a shareholder, will generally retain their character as qualifying for particular tax treatment (e.g., eligibility for dividends-received deduction) when received by a taxable
shareholder such as a Participating Insurance Company; this “pass-through” of tax characteristics will generally not affect holders of Contracts funded by a Fund or participants in Qualified Plans investing in a Fund.
Taxation of Fund Investments
Any investment by a Fund in foreign securities may subject the Fund
and/or its shareholders (whether or not shareholders receive any distributions with respect to such investments), directly or indirectly, to taxation, including withholding or other taxes on dividends, interest, or capital gains, and/or tax filing
obligations in foreign jurisdictions. A Fund and/or its shareholders may otherwise be subject to foreign taxation on repatriation proceeds generated from those securities or to other transaction-based foreign taxes on those securities.
A Fund may invest directly or
indirectly in residual interests in REMICs or equity interests in TMPs. Under an IRS notice and U.S. Treasury regulations that have not yet been issued, but which may apply retroactively, a portion of a Fund’s income (including income
allocated to a Fund from a pass-through entity) that is attributable to a residual interest in a REMIC or an equity interest in a TMP (referred to in the Code as an “excess inclusion”) will be subject to U.S. federal income tax in all
events. This notice also provides, and the regulations are expected to provide, that excess inclusion income of a partnership, such as a Fund, will be allocated to shareholders of the partnership consistent with their allocation of other items of
income, with the same consequences as if the shareholders held the related interest directly.
In general, excess inclusion income allocated to
shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute UBTI to entities (including a Qualified Plan, an individual retirement account, a 401(k) plan, a Keogh
plan, or certain other tax-exempt entities) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on
such income, (iii) in the case of a foreign shareholder, will not qualify for any reduction in U.S. federal withholding tax, and (iv) in the case of a Participating Insurance Company separate account supporting a Contract, cannot be offset by an
adjustment to the reserves and thus is currently taxed notwithstanding the more general tax deferral available to Participating Insurance Company separate accounts funding Contracts.
In addition, to the extent that a shareholder has
borrowed to finance shares of a Fund or a Fund holds property that constitutes debt-financed property (e.g., securities purchased on margin), income attributable to such property allocated to a shareholder that is an exempt organization may
constitute UBTI. Certain of a Fund’s other investments or activities may also generate UBTI. Furthermore, the IRS may take the position that certain of a Fund’s investments in derivative instruments should be reclassified in a manner
that gives rise to UBTI. In addition, reverse repurchase agreements may, under certain conditions, be characterized as secured loans, the proceeds of which could be used to acquire assets that would, therefore, give rise to debt-financed income. If
a Fund generates UBTI, a tax-exempt shareholder in the Fund generally would be required to file a tax return and could incur tax liability on such shareholder’s allocable share of that UBTI. Each Fund currently does not expect to leverage its
investments.
Qualified Plans and other
tax-exempt shareholders should consult their own tax advisors concerning the possible effects of UBTI on their own tax situation as well as the general tax implications of an investment in a Fund.
U.S. Tax Shelter Rules
A Fund may engage in transactions or make investments that would
subject the Fund, its shareholders, and/or its “material advisors,” as defined in Treas. Reg. Sec. 301.6112-1(c)(1), to special rules requiring such transactions or investments by the Fund or investments in the Fund to be reported and/or
otherwise disclosed to the IRS, including to the IRS’s Office of Tax
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Shelter Analysis (the “Tax Shelter Rules”). A
transaction may be subject to reporting or disclosure if it is described in any of several categories of “reportable transactions”, which include, among others, transactions that result in the incurrence of a loss or losses exceeding
certain thresholds or that are offered under conditions of confidentiality. Although each Fund does not expect to engage in transactions solely or principally for the purpose of achieving a particular tax consequence, there can be no assurance that
a Fund will not engage in transactions that trigger the Tax Shelter Rules. In addition, a shareholder may have disclosure obligations with respect to its shares in a Fund if the shareholder (or the Fund in certain cases) participates in a reportable
transaction.
Shareholders should consult their
own tax advisors about their obligation to report or disclose to the IRS information about their investment in a Fund and participation in a Fund’s income, gain, loss, deduction, or credit with respect to transactions or investments subject to
these rules.
In addition, pursuant to these rules, a Fund may provide to its material advisors identifying information about the Fund’s shareholders and their participation in the Fund and the Fund’s
income, gain, loss, deduction, or credit from those transactions or investments, and the Fund or its material advisors may disclose this information to the IRS upon its request. Significant penalties may apply for failure to comply with these
rules.
In addition, an excise tax and
additional disclosure requirements may apply to certain tax-exempt entities that are “parties” to certain types of prohibited tax shelter transactions. Qualified Plans and other tax-exempt shareholders should consult with their tax
advisors in this regard.
In certain
circumstances, a Fund and/or a Fund’s tax advisor may make special disclosures to the IRS of certain positions taken by the Fund.
Special Tax Considerations for Separate Accounts of
Participating Insurance Companies (all Funds except VP – Core Equity Fund)
Under the Code, if the investments of a segregated asset account,
such as the separate accounts of Participating Insurance Companies, are “adequately diversified,” and certain other requirements are met, a holder of a Contract supported by the account will receive favorable tax treatment in the form of
deferral of tax until a distribution is made under the Contract.
In general, the investments of a segregated asset
account are considered to be “adequately diversified” only if: (i) no more than 55% of the value of the total assets of the account is represented by any one investment; (ii) no more than 70% of the value of the total assets of the
account is represented by any two investments; (iii) no more than 80% of the value of the total assets of the account is represented by any three investments; and (iv) no more than 90% of the value of the total assets of the account is represented
by any four investments (the “55%-70%-80%-90% diversification test”). Section 817(h) provides as a safe harbor that a segregated asset account is also considered to be “adequately diversified” if it meets the regulated
investment company diversification tests described earlier and no more than 55% of the value of the total assets of the account is attributable to cash, cash items (including receivables), U.S. Government securities, and securities of other
regulated investment companies.
In general,
all securities of the same issuer are treated as a single investment for such purposes, and each U.S. Government agency and instrumentality is considered a separate issuer. However, Treasury Regulations provide a “look-through rule” with
respect to a segregated asset account’s investments in a regulated investment company or partnership for purposes of the applicable diversification requirements, provided certain conditions are satisfied by the regulated investment company or
partnership. In particular, (i) if the beneficial interests in the regulated investment company or partnership are held by one or more segregated asset accounts of one or more insurance companies, and (ii) if public access to such regulated
investment company or partnership is available exclusively through the purchase of a Contract, then a segregated asset account’s beneficial interest in the regulated investment company or partnership is not treated as a single investment.
Instead, a pro rata portion of each asset of the regulated investment company or partnership is treated as an asset of the segregated asset account. Look-through treatment is also available if the two requirements above are met and notwithstanding
the fact that beneficial interests in the regulated investment company or partnership are also held by Qualified Plans and Other Eligible Investors. Additionally, to the extent a Fund meeting the above conditions invests in underlying regulated
investment companies or partnerships that themselves are owned exclusively by insurance company separate accounts, Qualified Plans, or Other Eligible Investors, the assets of those underlying regulated investment companies or partnerships generally
should be treated as assets of the separate accounts investing in the Fund.
As indicated above, the Trust intends that each of
the RIC Funds will qualify as a regulated investment company or, in the case of the Partnership Funds, as a partnership that is not a “publicly traded partnership,” under the Code. The Trust also intends to cause each Fund to satisfy the
separate diversification requirements imposed by Section 817(h) of the Code and applicable Treasury Regulations at all times to enable the corresponding separate accounts to be “adequately diversified.” In addition, the Trust intends
that each Fund will qualify for the “look-through rule” described above by limiting the investment in each Fund’s shares to Participating Insurance Company separate accounts, Qualified Plans and Other Eligible Investors.
Accordingly, the
Statement
of Additional Information – May 1, 2017
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198
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Trust intends that each Participating Insurance Company, through
its separate accounts, will be able to treat its interests in a Fund as ownership of a pro rata portion of each asset of the Fund, so that individual holders of the Contracts underlying the separate account will qualify for favorable U.S. federal
income tax treatment under the Code. However, no assurance can be made in that regard.
Failure by a Fund to satisfy the Section 817(h)
requirements by failing to comply with the 55%-70%-80%-90% diversification test or the safe harbor described above, or by failing to comply with the “look-through rule,” could cause the Contracts to lose their favorable tax status and
require a Contract holder to include currently in ordinary income any income accrued under the Contracts for the current and all prior taxable years. Under certain circumstances described in the applicable Treasury Regulations, inadvertent failure
to satisfy the Section 817(h) diversification requirements may be corrected; such a correction would require a payment to the IRS. Any such failure could also result in adverse tax consequences for the Participating Insurance Company issuing the
Contracts.
The IRS has indicated that a degree
of investor control over the investment options underlying a Contract may interfere with the tax-deferred treatment of such Contracts. The IRS has issued rulings addressing the circumstances in which a Contract holder’s control of the
investments of the separate account may cause the holder, rather than the insurance company, to be treated as the owner of the assets held by the separate account. If the holder is considered the owner of the securities underlying the separate
account, income and gains produced by those securities would be included currently in the holder’s gross income.
In determining whether an impermissible level of
investor control is present, one factor the IRS considers is whether a Fund’s investment strategies are sufficiently broad to prevent a Contract holder from being deemed to be making particular investment decisions through its investment in
the separate account. For this purpose, current IRS guidance indicates that typical fund investment strategies, even those with a specific sector or geographical focus, are generally considered sufficiently broad. Most, although not necessarily all,
of the Funds have objectives and strategies that are not materially narrower than the investment strategies held not to constitute an impermissible level of investor control in recent IRS rulings (such as large company stocks, international stocks,
small company stocks, mortgage-backed securities, money market securities, telecommunications stocks and financial services stocks).
The above discussion addresses only one of several
factors that the IRS considers in determining whether a Contract holder has an impermissible level of investor control over a separate account. Contract holders should consult with their Participating Insurance Companies and their own tax advisors,
as well as the prospectus relating to their particular Contract, for more information concerning this investor control issue.
In the event that additional rules, regulations or
other guidance is issued by the IRS or the Treasury Department concerning this issue, such guidance could affect the treatment of a Fund as described above, including retroactively. In addition, there can be no assurance that a Fund will be able to
continue to operate as currently described, or that the Fund will not have to change its investment objective or investment policies in order to prevent, on a prospective basis, any such rules and regulations from causing Contract owners to be
considered the owners of the shares of the Fund.
Certain Shareholder Reporting and Withholding
Requirements (All Funds)
Shareholders that are U.S.
persons and own, directly or indirectly, more than 50% of a Fund could be required to report annually their “financial interest” in the Fund’s “foreign financial accounts,” (if any), on FinCEN Form 114, Report of
Foreign Bank and Financial Accounts (“FBAR”). Shareholders should consult their intermediaries through which a Fund investment is made (if applicable), as well as their tax advisors to determine the applicability to them of this
reporting requirement.
Special
Considerations for Contract Holders and Plan Participants
The
foregoing discussion does not address the tax consequences to Contract holders or Qualified Plan participants of an investment in a Contract or participation in a Qualified Plan. Contract holders investing in a Fund through a Participating Insurance
Company separate account, Qualified Plan participants, or persons investing in a Fund through Other Eligible Investors are urged to consult with their Participating Insurance Company, Qualified Plan sponsor, or Other Eligible Investor, as
applicable, and their own tax advisors, for more information regarding the U.S. federal income tax consequences to them of an investment in a Fund.
The Subsidiary
VP – Commodity Strategy Fund (for purposes of this section,
the “Fund”) intends to invest a portion of its assets in one or more of its wholly-owned subsidiaries (previously defined collectively as the “Subsidiary”), which will be classified as a corporation for U.S. federal tax
purposes. Foreign corporations, such as the Subsidiary, will generally not be subject to U.S. federal income tax unless it is deemed to be engaged in a United States trade or business. The Subsidiary intends to conduct its activities in a manner
that is expected to meet the requirements of a safe harbor under Section 864(b)(2) of the Code under which the
Statement
of Additional Information – May 1, 2017
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199
|
Subsidiary may engage in trading
in stocks or securities or certain commodities for its own account without being deemed to be engaged in a United States trade or business. However, if certain of the Subsidiary’s activities were deemed not to be of the type described in the
safe harbor, the activities of the Subsidiary might constitute a United States trade or business.
Even if the Subsidiary is not engaged in a United
States trade or business, it will potentially be subject to a U.S. withholding tax at a rate of 30% on all or a portion of its United States source gross income that is not effectively connected with a United States trade or business.
The Subsidiary will be treated as a CFC. The Fund
will be treated as a “U.S. Shareholder” of the Subsidiary. As a result, the Fund will be required to include in its gross income all of the Subsidiary’s “subpart F income”. It is expected that all of the
Subsidiary’s income will be “subpart F income”. “Subpart F income” is generally treated as ordinary income. The Fund and the Subsidiary will take steps to ensure that the Fund’s income in respect of the Subsidiary
will constitute qualifying income, including but not limited to by causing the Subsidiary to distribute cash to the Fund each year in an amount equal to the Subsidiary’s “subpart F income”. The Subsidiary may be required to sell
investments in order to make such cash payments to the Fund, including at a time when it may be not advantageous to do so. Accordingly, any such cash payments may temporarily limit the Subsidiary’s or the Fund’s ability to pursue its
respective investment strategy. If a net loss is realized by the Subsidiary, such loss is not generally available to offset the income of the Fund and generally is not permitted to be carried forward to offset income of the Subsidiary in future
years. The recognition by the Fund of the Subsidiary’s “subpart F income” will increase the Fund’s tax basis in the Subsidiary. Distributions by the Subsidiary to the Fund will not be taxable to the extent of its previously
undistributed “subpart F income”, and will reduce the Fund’s tax basis in the subsidiary.
In order to qualify for the special tax treatment
accorded to RICs under the Code, the Fund must satisfy a 90% gross income requirement and an asset diversification requirement. These requirements are not applicable to the Subsidiary. For purposes of the asset diversification requirement, the Fund
will limit its investment in the Subsidiary in the aggregate to 25% or less of the Fund's total assets as of the end of every quarter of its taxable year; the asset diversification requirement applies to the Fund's interest in the Subsidiary but not
to the Subsidiary's investments.
Statement
of Additional Information – May 1, 2017
|
200
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CONTROL PERSONS AND PRINCIPAL HOLDERS
OF SECURITIES
Management
Ownership
All shares
of the Funds are owned by life insurance companies and Qualified Plans, and are not available for purchase by individuals. Consequently, as of March 31, 2017 the Trustees and Officers of the Trust, as a group, beneficially owned less than 1% of each
class of shares of each Fund.
The
tables below identify the names, address and ownership percentage of each person who owns of record or is known by the Trust to own beneficially 5% or more of any class of a Fund’s outstanding shares (Principal Holders) or 25% or more of a
Fund’s outstanding shares (Control Persons). A shareholder who beneficially owns more than 25% of a Fund’s shares is presumed to “control” the Fund, as that term is defined in the 1940 Act, and may have a significant impact
on matters submitted to a shareholder vote. A shareholder who beneficially owns more than 50% of a Fund’s outstanding shares may be able to approve proposals, or prevent approval of proposals, without regard to votes by other Fund
shareholders. Additional information about Control Persons, if any, is provided following the tables. The information provided for each Fund is as of a date no more than 30 days prior to the date of filing a post-effective amendment to the
applicable Trust’s registration statement with respect to such Fund.
All the shares of the Funds are held of record by
sub-accounts of separate accounts of Participating Insurance Companies on behalf of the owners of VLI policies or VA contracts, by Qualified Plans, by the Investment Manager, by the general account of SunLife Insurance Company (SunLife) or by
certain other eligible investors. At all meetings of shareholders of the Funds each Participating Insurance Company or Qualified Plan sponsor will vote the shares held of record by sub-accounts of its separate accounts only in accordance with the
instructions received from the VLI policy, VA contract owners or Qualified Plan participant on behalf of whom such shares are held. All such shares as to which no instructions are received (as well as, in the case of SunLife, all shares held by its
general account) will be voted in the same proportion as shares as to which instructions are received (with SunLife’s general account shares being voted in the proportions determined by instructing owners of SunLife VLI policies or VA
contracts). Accordingly, each Participating Insurance Company or Qualified Plan sponsor disclaims beneficial ownership of the shares of the Funds held of record by the sub-accounts of its separate accounts (or, in the case of SunLife, its general
account).
Funds with Fiscal Period Ending
December 31:
Except
as otherwise indicated, the information below is as of March 31, 2017:
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Aggressive Portfolio
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.51%
|
95.05%
|
Class
4
|
94.59%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 4
|
5.41%
|
N/A
|
VP
– American Century Diversified Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
88.68%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.19%
|
N/A
|
|
JPMCB
NA CUST FOR
VP CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.82%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
43.32%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
201
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.47%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
10.10%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.35%
|
N/A
|
VP
– Balanced Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
Class 1
|
100.00%
|
N/A
(a)
|
Class
2
|
100.00%
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
93.99%
|
93.99%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
6.01%
|
N/A
|
VP
– BlackRock Global Inflation-Protected Securities Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
Class 1
|
100.00%
|
N/A
(a)
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
92.80%
|
93.29%
|
Class
3
|
93.35%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
7.12%
|
N/A
|
Class
3
|
6.65%
|
VP
– CenterSquare Real Estate Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
92.57%
(a)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
11.47%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
49.91%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
30.57%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.57%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.37%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
202
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Columbia Wanger International Equities Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
70.36%
(a)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
11.43%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
48.76%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
31.66%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.86%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.11%
|
27.60%
|
VP
– Commodity Strategy Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
93.74%
(a)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
12.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
43.34%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
31.89%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.67%
|
N/A
|
|
NEW
YORK LIFE INSURANCE & ANNUITY
CORP
ATTN CHRISTINE DEMPSEY
169 LACKAWANNA AVE
PARSIPPANY NJ 07054-1007
|
Class 2
|
70.51%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
27.05%
|
N/A
|
VP
– Conservative Portfolio
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
92.76%
|
93.23%
|
Class
4
|
93.57%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
7.24%
|
N/A
|
Class
4
|
6.43%
|
Statement
of Additional Information – May 1, 2017
|
203
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Core Equity Fund
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 1
|
100.00%
|
100.00%
|
VP
– DFA International Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
93.71%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
20.63%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.72%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.51%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
28.04%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
16.55%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.75%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
5.23%
|
N/A
|
VP
– Disciplined Core Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
69.32%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.52%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
27.90%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.17%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.68%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
204
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.61%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.83%
|
N/A
|
Class
3
|
94.01%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
5.99%
|
N/A
|
VP
– Dividend Opportunity Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
35.82%
(a)
|
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
11.82%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
39.72%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
45.36%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
79.55%
|
54.41%
|
Class
3
|
94.94%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
5.06%
|
N/A
|
VP
– Eaton Vance Floating-Rate Income Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
64.35%
(a)
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
58.30%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
20.78%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
11.97%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.38%
|
27.67%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
5.59%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
205
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Emerging Markets Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
58.00%
(a)
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
58.40%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
20.17%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
10.40%
|
N/A
|
|
MIDLAND
NATIONAL LIFE INS CO
4350 WESTOWN PKWY
WEST DES MOINES IA 50266-1036
|
Class 2
|
14.46%
|
N/A
|
|
NEW
YORK LIFE INSURANCE & ANNUITY
CORP
ATTN CHRISTINE DEMPSEY
169 LACKAWANNA AVE
PARSIPPANY NJ 07054-1007
|
Class 2
|
64.21%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
19.99%
|
N/A
|
VP
– Emerging Markets Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
63.82%
(a)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.37%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
54.03%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
29.51%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.84%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.33%
|
32.71%
|
Class
3
|
94.08%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
5.92%
|
N/A
|
VP
– Global Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
Class 1
|
100.00%
|
N/A
(a)
|
Statement
of Additional Information – May 1, 2017
|
206
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.13%
|
93.85%
|
Class
3
|
93.71%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
6.29%
|
N/A
|
VP
– Government Money Market Fund
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 1
|
51.54%
|
N/A
|
|
DELAWARE
LIFE INSURANCE COMPANY
OF NEW YORK
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 1
|
10.39%
|
N/A
|
|
JPMCB
NA CUST FOR
VP CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.71%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.27%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
87.06%
|
80.26%
|
Class
3
|
93.91%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
12.91%
|
N/A
|
Class
3
|
6.09%
|
VP
– High Yield Bond Fund
|
JPMCB
NA CUST FOR
VARIABLE PORTFOLIO MULTI MANAGER
DIVERSIFIED INCOME FUND
14201 DALLAS PKWY FL 10
DALLAS TX 75254-2916
|
Class 1
|
59.59%
|
N/A
|
|
JPMCB
NA CUST
FOR VARIABLE PORTFOLIO MULTI
MANAGER INTEREST RATE ADAPTIVE FUND
14201 DALLAS PKWY FL 10
DALLAS TX 75254-2916
|
Class 1
|
40.05%
|
N/A
|
|
MIDLAND
NATIONAL LIFE INS CO
4350 WESTOWN PKWY
WEST DES MOINES IA 50266-1036
|
Class 2
|
8.20%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
88.65%
|
94.01%
|
Class
3
|
95.45%
|
VP
– Income Opportunities Fund
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
11.33%
|
N/A
|
|
HARTFORD
LIFE INSURANCE COMPANY
ATTN DAVID TEN BROECK
P O BOX 2999
HARTFORD CT 06104-2999
|
Class 1
|
8.54%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
43.34%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.55%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
207
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.39%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
81.71%
|
63.59%
|
Class
3
|
95.05%
|
|
VARIABLE
SEPARATE ACCOUNT OF
ANCHOR NATIONAL LIFE INSURANCE CO
2727-A ALLEN PARKWAY, 4-D1
ATTN: VARIABLE ANNUITY ACCOUNTING
HOUSTON TX 77019-2107
|
Class 1
|
10.14%
|
N/A
|
VP
– Intermediate Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
77.63%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.32%
|
N/A
|
|
JPMCB
NA CUST FOR
VP CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
42.48%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.73%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
11.01%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.82%
|
N/A
|
Class
3
|
93.80%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
6.20%
|
N/A
|
VP
– Jennison Mid Cap Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
89.96%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
21.08%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
25.82%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
208
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.31%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.63%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.29%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.60%
|
N/A
|
VP
– Large Cap Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
69.56%
(a)
|
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
64.62%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.84%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
23.50%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
23.49%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
12.00%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
28.27%
|
N/A
|
Class
3
|
96.33%
|
VP
– Large Cap Index Fund
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
89.66%
|
N/A
|
|
DELAWARE
LIFE INSURANCE COMPANY
OF NEW YORK
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
10.31%
|
N/A
|
|
JPMORGAN
AS CUSTODIAN FOR COLUMBIA
VARIABLE PORTFOLIO U S FLEXIBLE
MODERATE GROWTH FUND
14201 DALLAS PKWY FL 11
DALLAS TX 75254-2916
|
Class 1
|
30.55%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
209
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMORGAN
AS CUSTODIAN FOR COLUMBIA
VARIABLE PORTFOLIO U S
FLEXIBLE GROWTH FUND
14201 DALLAS PKWY FL 11
DALLAS TX 75254-2916
|
Class 1
|
67.34%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
92.86%
|
72.46%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
7.14%
|
N/A
|
VP
– Limited Duration Credit Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
84.54%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.82%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.68%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
32.05%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.16%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
12.63%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
91.40%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
7.94%
|
N/A
|
VP
– Loomis Sayles Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
83.34%
(a)
|
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
55.72%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
13.89%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
210
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.60%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.73%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
31.42%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.14%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 1
|
6.35%
|
N/A
|
Class
2
|
36.93%
|
VP
– Los Angeles Capital Large Cap Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
89.33%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
16.14%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.65%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
32.27%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
22.04%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.76%
|
N/A
|
VP
– MFS Blended Research Core Equity Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
89.39%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.65%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
21.43%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
211
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.76%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
23.54%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.56%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.12%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.56%
|
N/A
|
Class
3
|
93.66%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
6.34%
|
N/A
|
VP
– MFS Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
95.98%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
7.62%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.82%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.18%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
50.69%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.50%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.91%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
93.93%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
6.06%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
212
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Mid Cap Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
33.06%
(a)
|
|
HARTFORD
LIFE INSURANCE COMPANY
ATTN DAVID TEN BROECK
P O BOX 2999
HARTFORD CT 06104-2999
|
Class 1
|
7.23%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
37.13%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
49.44%
|
N/A
|
|
KANSAS
CITY LIFE INS
ATTN ACCOUNTING OPERATIONS-VARIABLE
PO BOX 219139
KANSAS CITY MO 64121-9139
|
Class 2
|
23.22%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
73.80%
|
57.51%
|
Class
3
|
94.13%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
5.87%
|
N/A
|
VP
– Mid Cap Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
52.04%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
38.26%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
50.42%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.02%
|
39.70%
|
Class
3
|
96.10%
|
VP
– Moderate Portfolio
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.07%
|
93.95%
|
Class
4
|
93.87%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
5.93%
|
N/A
|
Class
4
|
6.13%
|
VP
– Moderately Aggressive Portfolio
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.59%
|
94.35%
|
Class
4
|
94.12%
|
Statement
of Additional Information – May 1, 2017
|
213
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
5.41%
|
N/A
|
Class
4
|
5.88%
|
VP
– Moderately Conservative Portfolio
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
93.83%
|
93.94%
|
Class
4
|
94.02%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
6.17%
|
N/A
|
Class
4
|
5.98%
|
VP
– Morgan Stanley Advantage Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
91.28%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.91%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.74%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.44%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
33.26%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.39%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.84%
|
N/A
|
VP
– MV Moderate Growth Fund
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
93.55%
|
93.55%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
6.45%
|
N/A
|
VP
– Oppenheimer International Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
92.86%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.49%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
214
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
20.61%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.88%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
28.37%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.54%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
92.20%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
7.79%
|
N/A
|
VP
– Partners Core Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
89.13%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.78%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
16.38%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
38.05%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.43%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
13.75%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.96%
|
N/A
|
VP
– Partners Small Cap Growth Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
92.51%
(a)
|
Statement
of Additional Information – May 1, 2017
|
215
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
23.44%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
26.54%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.73%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
21.89%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.71%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
89.96%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
10.00%
|
N/A
|
VP
– Partners Small Cap Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
78.56%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
21.72%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
23.49%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.17%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
24.72%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.46%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
93.34%
|
N/A
|
Class
3
|
94.83%
|
Statement
of Additional Information – May 1, 2017
|
216
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
6.61%
|
N/A
|
Class
3
|
5.17%
|
VP
– Pyramis International Equity Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
92.90%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.47%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.97%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
7.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
28.79%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.34%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.87%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
5.09%
|
N/A
|
VP
– Select International Equity Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
63.14%
(a)
|
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
11.37%
|
N/A
|
|
GE
LIFE & ANNUITY ASSURANCE CO
ATTN VARIABLE ACCOUNTING
6610 W BROAD ST BLDG 3 5TH FL
RICHMOND VA 23230-1702
|
Class 2
|
28.21%
|
N/A
|
|
HARTFORD
LIFE INSURANCE COMPANY
ATTN DAVID TEN BROECK
P O BOX 2999
HARTFORD CT 06104-2999
|
Class 2
|
17.76%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
7.75%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
50.87%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
217
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
33.25%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.27%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
32.31%
|
29.03%
|
Class
3
|
93.33%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
6.67%
|
N/A
|
VP
– Select Large-Cap Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
88.41%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.30%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
16.98%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.06%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
13.38%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
30.89%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
98.51%
|
N/A
|
Class
3
|
96.73%
|
VP
– Select Smaller-Cap Value Fund
|
AMERITAS
LIFE INSURANCE CORP
5900 O ST
LINCOLN NE 68510-2234
|
Class 2
|
34.31%
|
N/A
|
|
GREAT-WEST
LIFE & ANNUITY
8515 E ORCHARD RD 2T2
GREENWOOD VLG CO 80111-5002
|
Class 1
|
8.72%
|
N/A
|
|
JEFFERSON
NATL LIFE
10350 ORMSBY PARK PL STE 600
LOUISVILLE KY 40223-6175
|
Class 1
|
27.91%
|
N/A
|
|
KANSAS
CITY LIFE INS
ATTN ACCOUNTING OPERATIONS-VARIABLE
PO BOX 219139
KANSAS CITY MO 64121-9139
|
Class 2
|
12.68%
|
N/A
|
|
MERRILL
LYNCH LIFE INSURANCE COMPANY
VARIABLE ANNUITY SEPARATE ACCOUNT
4333 EDGEWOOD RD NE
CEDAR RAPIDS IA 52499-0001
|
Class 1
|
57.65%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
218
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
47.10%
|
71.60%
|
Class
3
|
95.40%
|
|
TRANSAMERICA
FINANCIAL LIFE INS CO
ML OF NEW YORK VARIABLE ANNUITY
4333 EDGEWOOD RD NE
MAILSTOP 4410
CEDAR RAPIDS IA 52499-3830
|
Class 1
|
5.64%
|
N/A
|
VP
– Seligman Global Technology Fund
|
AMERITAS
LIFE INSURANCE CORP
5900 O ST
LINCOLN NE 68510-2234
|
Class 2
|
5.83%
|
N/A
|
|
GREAT-WEST
LIFE & ANNUITY
8515 E ORCHARD RD 2T2
GREENWOOD VLG CO 80111-5002
|
Class 1
|
93.35%
|
57.67%
|
Class
2
|
28.39%
|
|
JEFFERSON
NATL LIFE
10350 ORMSBY PARK PL STE 600
LOUISVILLE KY 40223-6175
|
Class 2
|
47.64%
|
26.17%
|
|
KANSAS
CITY LIFE INS
ATTN ACCOUNTING OPERATIONS-VARIABLE
PO BOX 219139
KANSAS CITY MO 64121-9139
|
Class 2
|
12.07%
|
N/A
|
VP
– T. Rowe Price Large Cap Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
91.66%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.82%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
7.79%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.45%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
41.68%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
27.42%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
92.99%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
6.99%
|
N/A
|
VP
– TCW Core Plus Bond Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
87.37%
(a)
|
Statement
of Additional Information – May 1, 2017
|
219
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
5.47%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.42%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
42.92%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
10.75%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
8.98%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
94.87%
|
N/A
|
VP
– U.S. Equities Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
92.01%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
15.25%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
18.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
7.56%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
35.22%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
16.70%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
96.80%
|
N/A
|
VP
– U.S. Government Mortgage Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
75.72%
(a)
|
|
DELAWARE
LIFE INSURANCE COMPANY
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
44.87%
|
N/A
|
Statement
of Additional Information – May 1, 2017
|
220
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
|
DELAWARE
LIFE INSURANCE COMPANY
OF NEW YORK
1601 TRAPELO ROAD SUITE 30
WALTHAM MA 02451-7360
|
Class 2
|
8.13%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.46%
|
N/A
|
|
JPMCB
NA CUST FOR
VP CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.58%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
41.43%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
10.31%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
10.43%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
45.12%
|
N/A
|
Class
3
|
94.95%
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 3
|
5.05%
|
N/A
|
VP
– Victory Sycamore Established Value Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
76.97%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
GROWTH FUND
14201 N DALLAS PKWAY FL 13
DALLAS TX 75254-2916
|
Class 1
|
21.77%
|
N/A
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
26.59%
|
N/A
|
|
JPMCB
NA CUST FOR
VP AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.02%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
20.60%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY AGGRESSIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
17.01%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
95.82%
|
N/A
|
Class
3
|
97.32%
|
Statement
of Additional Information – May 1, 2017
|
221
|
Fund
|
Shareholder
Name and Address
|
Share
Class
|
Percentage
of Class
|
Percentage
of Fund
(if greater than 25%)
|
VP
– Wells Fargo Short Duration Government Fund
|
COLUMBIA
MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN
50807 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0508
|
N/A
|
N/A
|
93.74%
(a)
|
|
JPMCB
NA CUST FOR
COLUMBIA VP-MANAGED VOLATILITY
MODERATE GROWTH FUND
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
14.33%
|
N/A
|
|
JPMCB
NA CUST FOR
VP CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
6.62%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
55.22%
|
N/A
|
|
JPMCB
NA CUST FOR
VP MODERATELY CONSERVATIVE
14201 N DALLAS PKWY FL 13
DALLAS TX 75254-2916
|
Class 1
|
19.45%
|
N/A
|
|
RIVERSOURCE
LIFE ACCOUNT FOR INSIDE
DISTRIBUTION (LIFE)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
85.73%
|
N/A
|
|
RIVERSOURCE
LIFE NY FOR INSIDE
DISTRIBUTION (LIFE OF NY)
222 AMERIPRISE FINANCIAL CTR
MINNEAPOLIS MN 55474-0002
|
Class 2
|
14.22%
|
N/A
|
(a)
|
A combination of investments
made by the Investment Manager and/or by other Funds managed by the Investment Manager.
|
The Investment Manager, a Minnesota limited
liability company, is a subsidiary of Ameriprise Financial, Inc. Other Columbia Funds managed by the Investment Manager may hold more than 25% of a Fund.
RiverSource Life Account for Inside Distribution
(RiverSource Life Insurance Company) is a Minnesota corporation. RiverSource Life Insurance Company is a wholly-owned subsidiary of Ameriprise Financial, Inc.
Sun Life Assurance Company of Canada (U.S.) is a
Delaware corporation. Sun Life Assurance Company of Canada (U.S.) is a wholly-owned subsidiary of Sun Life Financial.
ING USA Annuity and Life Insurance Company is an
Iowa Corporation. ING USA Annuity and Life Insurance Company is a wholly-owned subsidiary of ING U.S., Inc.
New York Life Insurance & Annuity Corporation is
a Delaware Corporation. New York Life Insurance & Annuity Corporation is a wholly-owned subsidiary of New York Life Insurance Company.
Hartford Life Insurance Company is a Connecticut
Corporation. Hartford Life Insurance Company is a wholly-owned subsidiary of The Hartford Financial Services Group, Inc.
Statement
of Additional Information – May 1, 2017
|
222
|
INFORMATION REGARDING PENDING AND
SETTLED LEGAL PROCEEDINGS
Ameriprise Financial
and certain of its affiliates have historically been involved in a number of legal, arbitration and regulatory proceedings, including routine litigation, class actions, and governmental actions, concerning matters arising in connection with the
conduct of their business activities. Ameriprise Financial believes that the Funds are not currently the subject of, and that neither Ameriprise Financial nor any of its affiliates are the subject of, any pending legal, arbitration or regulatory
proceedings that are likely to have a material adverse effect on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds. Ameriprise Financial is required to make quarterly (10-Q), annual
(10-K) and, as necessary, 8-K filings with the SEC on legal and regulatory matters that relate to Ameriprise Financial and its affiliates. Copies of these filings may be obtained by accessing the SEC website at www.sec.gov.
There can be no assurance that these matters, or the
adverse publicity associated with them, will not result in increased Fund redemptions, reduced sale of Fund shares or other adverse consequences to the Funds. Further, although we believe proceedings are not likely to have a material adverse effect
on the Funds or the ability of Ameriprise Financial or its affiliates to perform under their contracts with the Funds, these proceedings are subject to uncertainties and, as such, we are unable to estimate the possible loss or range of loss that may
result. An adverse outcome in one or more of these proceedings could result in adverse judgments, settlements, fines, penalties or other relief that could have a material adverse effect on the consolidated financial condition or results of
operations of Ameriprise Financial.
NO PERSON
HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS NOT CONTAINED IN THE PROSPECTUS OR IN THIS STATEMENT OF ADDITIONAL INFORMATION, WHICH THE PROSPECTUS INCORPORATES BY REFERENCE, IN CONNECTION WITH THE OFFERING MADE BY THE
PROSPECTUS AND, IF GIVEN OR MADE, SUCH INFORMATION OR PRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE TRUST(S). THIS STATEMENT OF ADDITIONAL INFORMATION DOES NOT CONSTITUTE AN OFFERING BY THE TRUST(S) IN ANY JURISDICTION IN
WHICH SUCH AN OFFERING MAY NOT LAWFULLY BE MADE.
Statement
of Additional Information – May 1, 2017
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223
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APPENDIX A — DESCRIPTION OF
RATINGS
The ratings of S&P,
Moody’s and Fitch represent their opinions as to quality. These ratings are not absolute standards of quality and are not recommendations to purchase, sell or hold a security. Issuers and issues are subject to risks that are not evaluated by
the rating agencies. When a security is not rated by one of these agencies, it is designated as Not Rated. Securities designated as Not Rated do not necessarily indicate low credit quality, and for such securities the Investment Manager evaluates
the credit quality.
S&P’s Debt Ratings
Long-Term Issue Credit Ratings
An obligation rated ‘AAA’ has the highest rating
assigned by S&P. The obligor’s capacity to meet its financial commitment on the obligation is extremely strong.
An obligation rated ‘AA’ differs from
the highest-rated obligations only to a small degree. The obligor’s capacity to meet its financial commitment on the obligation is very strong.
An obligation rated ‘A’ is somewhat more
susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories. However, the obligor’s capacity to meet its financial commitment on the obligation is still strong.
An obligation rated ‘BBB’ exhibits
adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation.
Obligations rated ‘BB’, ‘B’,
‘CCC’, ‘CC’, and ‘C’ are regarded as having significant speculative characteristics. ‘BB’ indicates the least degree of speculation and ‘C’ the highest. While such obligations will likely
have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposures to adverse conditions.
An obligation rated ‘BB’ is less
vulnerable to nonpayment than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligor’s inadequate capacity to meet its
financial commitment on the obligation.
An
obligation rated ‘B’ is more vulnerable to nonpayment than obligations rated ‘BB’, but the obligor currently has the capacity to meet its financial commitment on the obligation. Adverse business, financial, or economic
conditions will likely impair the obligor’s capacity or willingness to meet its financial commitment on the obligation.
An obligation rated ‘CCC’ is currently
vulnerable to nonpayment, and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation. In the event of adverse business, financial, or economic conditions, the
obligor is not likely to have the capacity to meet its financial commitment on the obligation.
An obligation rated ‘CC’ is currently
highly vulnerable to nonpayment. The ‘CC’ rating is used when a default has not yet occurred, but S&P expects default to be a virtual certainty, regardless of the anticipated time to default.
An obligation rated 'C' is currently highly
vulnerable to nonpayment, and the obligation is expected to have lower relative seniority or lower ultimate recovery compared to obligations that are rated higher.
An obligation rated ‘D’ is in default or
in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P believes that such payments will be made within five
business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking of similar action and
where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An obligation’s rating is lowered to ‘D’ if it is subject to a distressed exchange offer.
‘NR’ indicates that no rating has been
requested, or that there is insufficient information on which to base a rating, or that S&P does not rate a particular obligation as a matter of policy.
Short-Term Issue Credit Ratings
Short-term ratings are generally assigned to those obligations
considered short-term in the relevant market. In the U.S., for example, that means obligations with an original maturity of no more than 365 days – including commercial paper.
A short-term obligation rated ‘A-1’ is
rated in the highest category by S&P. The obligor’s capacity to meet its financial commitment on the obligation is strong. Within this category, certain obligations are designated with a plus sign (+). This indicates that the
obligor’s capacity to meet its financial commitment on these obligations is extremely strong.
Statement
of Additional Information – May 1, 2017
|
A-1
|
A short-term obligation rated ‘A-2’ is
somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher rating categories. However, the obligor’s capacity to meet its financial commitment on the obligation is
satisfactory.
A short-term obligation rated
‘A-3’ exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation.
A short-term obligation rated ‘B’ is
regarded as vulnerable and has significant speculative characteristics. The obligor currently has the capacity to meet its financial commitments; however, it faces major ongoing uncertainties which could lead to the obligor’s inadequate
capacity to meet its financial commitments.
A
short-term obligation rated ‘C’ is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation.
A short-term obligation rated ‘D’ is in
default or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P believes that such payments will be made within
any stated grace period. However, any stated grace period longer than five business days will be treated as five business days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking of a similar action
and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An obligation's rating is lowered to 'D' if it is subject to a distressed exchange offer.
Municipal Short-Term Note Ratings
SP-1
Strong capacity to pay
principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation.
SP-2
Satisfactory
capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes.
SP-3
Speculative
capacity to pay principal and interest.
Moody’s Long-Term Debt Ratings
Global Long-Term Rating Scale
Aaa
– Obligations rated Aaa
are judged to be of the highest quality, subject to the lowest level of credit risk.
Aa
–
Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.
A
–
Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.
Baa
–
Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics.
Ba
–
Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.
B
–
Obligations rated B are considered speculative and are subject to high credit risk.
Caa
–
Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk.
Ca
–
Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.
C
–
Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of principal or interest.
Global Short-Term Rating Scale
Issuers (or supporting institutions) rated Prime-1 (P-1) have a
superior ability to repay short-term debt obligations.
Issuers (or supporting institutions) rated Prime-2
(P-2) have a strong ability to repay short-term debt obligations.
Issuers (or supporting institutions) rated Prime-3
(P-3) have an acceptable ability to repay short-term obligations.
Issuers (or supporting institutions) rated Not Prime
(NP) do not fall within any of the Prime rating categories.
US Municipal Short-Term Debt and Demand Obligation
Ratings
While the global short-term ‘prime’
rating scale is applied to U.S. municipal tax-exempt commercial paper, these programs are typically backed by external letters of credit or liquidity facilities and their short-term prime ratings usually map to the long-term rating of the enhancing
bank or financial institution and not to the municipality’s rating. Other short-term municipal obligations, which generally have different funding sources for repayment, are rated using two additional short-term rating scales (
i.e.
, the MIG and VMIG scales discussed below).
Statement
of Additional Information – May 1, 2017
|
A-2
|
The Municipal Investment Grade (MIG) scale is used
to rate US municipal bond anticipation notes of up to three years maturity. Municipal notes rated on the MIG scale may be secured by either pledged revenues or proceeds of a take-out financing received prior to note maturity. MIG ratings expire at
the maturity of the obligation, and the issuer’s long-term rating is only one consideration in assigning the MIG rating. MIG ratings are divided into three levels — MIG 1 through MIG 3 — while speculative grade short-term
obligations are designated SG.
The MIG 1
designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly reliable liquidity support, or demonstrated broad-based access to the market for refinancing.
The MIG 2 designation denotes strong credit quality.
Margins of protection are ample, although not as large as in the preceding group.
The MIG 3 designation denotes acceptable credit
quality. Liquidity and cash-flow protection may be narrow, and market access for refinancing is likely to be less well-established.
The SG designation denotes speculative-grade credit
quality. Debt instruments in this category may lack sufficient margins of protection.
In the case of variable rate demand obligations
(VRDOs), a two-component rating is assigned: a long or short-term debt rating and a demand obligation rating. The first element represents Moody’s evaluation of risk associated with scheduled principal and interest payments. The second element
represents Moody’s evaluation of risk associated with the ability to receive purchase price upon demand (“demand feature”). The second element uses a rating from a variation of the MIG scale called the Variable Municipal Investment
Grade (VMIG) scale. The rating transitions on the VMIG scale, as shown in the diagram below, differ from those on the Prime scale to reflect the risk that external liquidity support generally will terminate if the issuer’s long-term rating
drops below investment grade.
The VMIG 1
designation denotes superior credit quality. Excellent protection is afforded by the superior short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon
demand.
The VMIG 2 designation denotes strong
credit quality. Good protection is afforded by the strong short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon demand.
The VMIG 3 designation denotes acceptable credit
quality. Adequate protection is afforded by the satisfactory short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon demand.
The SG designation denotes speculative-grade credit
quality. Demand features rated in this category may be supported by a liquidity provider that does not have an investment grade short-term rating or may lack the structural and/or legal protections necessary to ensure the timely payment of purchase
price upon demand.
Fitch’s Ratings
Corporate Finance Obligations – Long-Term Rating
Scales
AAA:
Highest credit
quality.
‘AAA’ ratings denote the lowest expectation of credit risk. They are assigned only in cases of exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected by
foreseeable events.
AA:
Very high credit quality.
‘AA’ ratings denote expectations of very low credit risk. They indicate very strong capacity for payment of financial commitments. This capacity is not significantly vulnerable
to foreseeable events.
A:
High credit quality.
‘A’ ratings denote expectations of low credit risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to
adverse business or economic conditions than is the case for higher ratings.
BBB:
Good credit
quality.
‘BBB’ ratings indicate that expectations of credit risk are currently low. The capacity for payment of financial commitments is considered adequate but adverse business or economic conditions are more likely to impair this
capacity.
BB:
Speculative.
‘BB’ ratings indicate an elevated vulnerability to credit risk, particularly in the event of adverse changes in business or economic conditions over time; however, business or financial
alternatives may be available to allow financial commitments to be met.
B:
Highly
speculative.
‘B’ ratings indicate that material credit risk is present.
Statement
of Additional Information – May 1, 2017
|
A-3
|
CCC:
Substantial
credit risk.
‘CCC’ ratings indicate that substantial credit risk is present.
CC:
Very high levels
of credit risk.
‘CC’ ratings indicate very high levels of credit risk.
C:
Exceptionally
high levels of credit risk.
‘C’ indicates exceptionally high levels of credit risk.
Defaulted obligations typically are not assigned
‘RD’ or ‘D’ ratings, but are instead rated in the ‘B’ to ‘C’ rating categories, depending upon their recovery prospects and other relevant characteristics. This approach better aligns obligations that
have comparable overall expected loss but varying vulnerability to default and loss.
Short-Term Ratings Assigned to Issuers or Obligations
in Corporate, Public and Structured Finance
F1:
Highest short-term credit quality.
Indicates the strongest intrinsic capacity for timely payment of financial commitments; may have an added “+” to denote any exceptionally strong credit
feature.
F2:
Good short-term credit quality.
Good intrinsic capacity for timely payment of financial commitments.
F3:
Fair short-term
credit quality.
The intrinsic capacity for timely payment of financial commitments is adequate.
B:
Speculative
short-term credit quality.
Minimal capacity for timely payment of financial commitments, plus heightened vulnerability to near term adverse changes in financial and economic conditions.
C:
High short-term
default risk.
Default is a real possibility.
RD:
Restricted
default.
Indicates an entity that has defaulted on one or more of its financial commitments, although it continues to meet other financial obligations. Typically applicable to entity ratings only.
D:
Default.
Indicates a broad-based default event for an entity, or the default of a short-term obligation.
Statement
of Additional Information – May 1, 2017
|
A-4
|
APPENDIX B — PROXY VOTING
GUIDELINES
Effective December 1, 2016
Set forth on the following pages are guidelines (the
Guidelines) adopted and used by the Columbia Funds Board of Directors (the Board, We, Us or Our) and Columbia Management Investment Advisers, LLC (the Investment Manager) in voting proxies for the Columbia Funds overseen by the Board. The Guidelines
are organized by issue and present certain factors that may be considered in making proxy voting determinations. In accordance with the Fund’s Proxy Voting Policy, the Board has delegated proxy voting authority to the Investment Manager in
most circumstances. The Investment Manager has engaged a third party firm to provide proxy research services (the third party research provider) to assist it in this function. The Board or the Investment Manager may, in exercising its fiduciary
discretion, determine to vote any proxy in a manner contrary to these Guidelines.
Columbia Threadneedle Investments (Columbia
Threadneedle) is the global brand name of the Columbia and Threadneedle Group of Companies.
Directors, Boards, Committees
Elect Directors
In a routine election of directors, the Funds generally will vote
FOR the slate nominated by the nominating committee of independent directors, who are in the best position to know what qualifications are needed for each director to contribute to an effective board. The Funds generally will WITHHOLD support from a
nominee who fails to meet one or more of the following criteria:
■
|
Independence
— A nominee who is deemed an affiliate of the company by virtue of a material business, familial or other relationship with the company but is otherwise not an employee, and who sits on a key
committee (audit, compensation, nominating or governance).
|
■
|
Attendance
— A nominee who failed to attend at least 75% of the board’s meetings.
|
■
|
Over Boarding
— A nominee who serves on more than five total public company boards or an employee director nominee who serves on more than two total public company boards.
|
■
|
Committee
Membership
— A nominee who has been assigned to a key
committee if that nominee is not independent of management, or if the nominee
does not meet the specific independence and experience requirements for such committees.
|
■
|
Audit Committee
Chair
— A nominee who serves as audit committee chair where the committee failed to put forth shareholder proposals for ratification of auditors.
|
■
|
Board Independence
— A nominee of a company whose board as proposed to be constituted would have more than one-third of its members from management.
|
■
|
Interlocking
Directorship
— A nominee who is an executive officer of another company on whose board one of the company’s executive officers sits.
|
■
|
Poor Governance
— A nominee involved with,
among other things, options backdating, financial restatements or material weakness in controls, approving
egregious compensation, or who has consistently disregarded the interests of shareholders.
|
The Funds will vote on a CASE-BY-CASE basis on any
director nominee who meets the aforementioned criteria but whose candidacy has otherwise been identified by the third party research provider as needing further consideration for any reason not identified above.
In the case of contested elections, the Funds will
vote on a CASE-BY-CASE basis, taking into consideration the above criteria and other factors such as the background of the proxy contest, the performance of the company, current board and management, and qualifications of nominees on both
slates.
Shareholder Nominations for
Director
The Funds will vote on a CASE-BY-CASE basis for
shareholder-nominated candidates for director, taking into account various factors including, but not limited to: company performance, the circumstances compelling the nomination by the shareholder, composition of the incumbent board, and the
criteria listed above used to evaluate nominees.
Statement
of Additional Information – May 1, 2017
|
B-1
|
Shareholder Nominations for Director — Special
Criteria
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which are typically based on the view that board nominating committees are responsible for establishing and implementing policies regarding the composition of the board and are therefore in
the best position to make determinations with respect to special nominating criteria.
Director Independence and Committees
The Funds generally will vote FOR proposals that require all
members of a board’s key committees (audit, compensation, nominating or governance) be independent from management.
Independent Board Chair/Lead Director
The Funds generally will vote FOR proposals supporting an
independent board chair or lead director and FOR the separation of the board chair and CEO roles, as independent board leaders foster the effectiveness of the independent directors and ensure appropriate oversight of management.
Removal of Directors
The Funds generally will vote FOR proposals that amend governing
documents to grant or restore shareholder ability to remove directors with cause, and AGAINST proposals that provide directors may be removed only by supermajority vote. The Funds will vote on a CASE-BY-CASE basis on proposals calling for removal of
specific directors.
Board Vacancies
The Funds generally will vote in accordance with recommendations
made by the third party research provider in the case of vacancies filled by continuing directors, taking into account factors including whether the proposal is in connection with a proxy contest or takeover situation.
Cumulative Voting
In the absence of proxy access rights or majority voting, the Funds
generally will vote FOR the restoration or provision for cumulative voting and AGAINST its elimination.
Majority Voting
The Funds generally will vote FOR amendments to governing documents
that provide that nominees standing for election to the board must receive a majority of votes cast in order to be elected to the board.
Number of Directors
The Funds generally will vote FOR amendments to governing documents
that provide directors the authority to adjust the size of the board to adapt to needs that may arise.
Term Limits
The Funds generally will vote AGAINST proposals seeking to
establish a limit on director terms or mandatory retirement.
General Corporate Governance
Right to Call a Special Meeting
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which typically recommends votes FOR adoption, considering factors such as proposed ownership threshold, company size, and shareholder ownership, but will not support proposals allowing for investors with
less than 10% ownership to call a special meeting.
Eliminate or Restrict Right to Call Special
Meeting
The Funds generally will vote AGAINST proposals to
eliminate the right of shareholders to call special meetings.
Lead Independent Director Right to Call Special
Meeting
The Funds generally will vote FOR governance document
amendments or other proposals which give the lead independent director the authority to call special meetings of the independent directors at any time.
Adjourn Meeting
The Funds will vote on a CASE-BY-CASE basis on adjournment
proposals and generally in the same direction as the primary proposal (
i.e.
, if supporting the primary proposal, favor adjournment; if not supporting the primary proposal, oppose adjournment).
Statement
of Additional Information – May 1, 2017
|
B-2
|
Other Business
The Funds generally will vote AGAINST proposals seeking to give
management the authority to conduct or vote on other business at shareholder meetings on the grounds that shareholders not present at the meeting would be unfairly excluded from such deliberations.
Eliminate or Restrict Action by Written Consent
The Funds generally will vote AGAINST proposals to eliminate the
right of shareholders to act by written consent since it may be appropriate to take such action in some instances.
Vote Unmarked Proxies
The Funds generally will vote FOR proposals prohibiting voting of
unmarked proxies in favor of management.
Proxy
Contest Advance Notice
The Funds generally will vote AGAINST
proposals to amend governing documents that require advance notice for shareholder proposals or director nominees beyond notice that allows for sufficient time for company response, SEC review, and analysis by other shareholders.
Minimum Stock Ownership
The Funds will vote on a CASE-BY-CASE basis on proposals regarding
minimum stock ownership levels.
Director and
Officer Indemnification
The Funds generally will vote FOR the
provision of a maximum dollar amount that can be obtained through the course of legal action from a director or officer who acts in good faith and does not benefit from a transaction.
Confidential Voting
The Funds generally will vote FOR actions that ensure all proxies,
ballots, and voting tabulations which identify shareholders be kept confidential, except where disclosure is mandated by law. The Funds support the proposal to minimize pressure on shareholders, particularly employee shareholders.
Miscellaneous Governing Document Amendments
The Funds generally will vote FOR bylaw or charter changes that are
of a housekeeping nature (
e.g.
, updates or corrections).
Change Company Name
The Funds generally will vote FOR routine business matters such as
changing the company’s name.
Approve
Minutes
The Funds generally will vote FOR routine procedural
matters such as approving the minutes of a prior meeting.
Change Date/Time/Location of Annual Meeting
The Funds will vote in
accordance with the recommendation of the third-party research provider on proposals to change the date, time or location of the company’s annual meeting of shareholders.
Approve Annual, Financial and Statutory Reports
The Funds generally will vote FOR proposals to approve the annual
reports and accounts, financial and statutory reports, provided companies required to comply with U.S. securities laws have included the certifications required by the Sarbanes Oxley Act of 2002.
Compensation
Approve or Amend Omnibus Equity Compensation
Plan
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which typically recommends votes FOR adoption or amendments to omnibus (general) equity compensation plans for employees or non-employee directors if they are reasonable and consistent with
industry and country standards, and AGAINST compensation plans that substantially dilute ownership interest in a company, provide participants with excessive awards, or have objectionable structural features.
Approve or Amend Stock Option Plan
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which are typically based on factors including cost, size, and pattern of grants in comparison to peer groups, history of repricing, and grants to senior executives and non-employee directors.
Statement
of Additional Information – May 1, 2017
|
B-3
|
Approve or Amend Employee Stock Purchase Plan
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which are typically based on factors including the plan’s cost to shareholders, whether those costs are in line with the company’s peer’s plans, and whether the plan requires shareholder
approval within five years.
Approve or Amend
Performance-Based 162(m) Compensation Plan
The Funds
generally will vote in accordance with recommendations made by the third party research provider, which are typically based on factors that consider the goal of the plan and in particular the linkage between potential payments to senior executives
and the attainment of preset performance-based metrics.
Approve or Amend Restricted Stock Plan
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which considers such factors as the balance of all equity grants and awards, the term and other restrictions in place for restricted stock.
Stock Option Repricing or Exchanges
The Funds generally will vote in accordance with recommendations
made by the third party research provider on matters relating to the repricing of stock options, which are typically based on factors such as whether the amending terms lead to a reduction in shareholder rights, allow the plan to be amended without
shareholder approval, or change the terms to the detriment of employee incentives such as excluding a certain class or group of employees. The Funds generally will vote FOR proposals to put stock option repricings to a shareholder vote.
Performance-Based Stock Options
The Funds will vote on a CASE-BY-CASE basis regarding proposals
urging that stock options be performance-based rather than tied to the vagaries of the stock market.
Ban Future Stock Option Grants
The Funds generally will vote AGAINST proposals seeking to ban or
eliminate stock options in equity compensation plans as such an action would preclude the company from offering a balanced compensation program.
Require Stock Retention Period
The Funds generally will vote FOR proposals requiring senior
executives to hold stock obtained by way of a stock option plan for a minimum of three years.
Require Approval of Extraordinary Benefits
The Funds generally will vote FOR proposals specifying that
companies disclose any extraordinary benefits paid or payable to current or retired senior executives and generally will vote AGAINST proposals requiring shareholder approval of any such extraordinary benefits.
Pay for Performance
The Funds will vote on a CASE-BY-CASE basis regarding proposals
seeking to align executive compensation with shareholders’ interests.
Say on Pay
The Funds generally will vote in
accordance with recommendations made by the third party research provider, taking into consideration the company’s pay for performance results, compensation design and structure, and certain elements of the Compensation Discussion and Analysis
disclosure.
Executive Severance
Agreements
The Funds generally will vote in accordance with
recommendations made by the third party research provider on these proposals regarding approval of specific executive severance arrangements in the event of change in control of a company or due to other circumstances.
Approve or Amend Deferred Compensation Plans for
Directors
The Funds generally will vote FOR approval or
amendments to deferred compensation plans for non-employee directors, so that they may defer compensation earned until retirement.
Set Director Compensation
The Funds generally will vote AGAINST proposals that seek to limit
director compensation or mandate that compensation be paid solely in shares of stock.
Statement
of Additional Information – May 1, 2017
|
B-4
|
Director Retirement Plans
The Funds generally will vote AGAINST the adoption or amendment of
director retirement plans on the basis that directors should be appropriately compensated while serving and should not view service on a board as a long-term continuing relationship with a company.
Business Entity and Capitalization
Common or Preferred Stock — Increase in
Authorized Shares or Classes
The Funds will vote on a
CASE-BY-CASE basis regarding proposals to increase authorized shares of common stock or to add a class of common stock, taking into consideration the company’s capital goals that may include stock splits, stock dividends, or financing for
acquisitions or general operations. With respect to proposals seeking to increase authorized shares of preferred stock, to add a class of preferred stock, to authorize the directors to set the terms of the preferred stock or to amend the number of
votes per share of preferred stock, the Funds will vote on a CASE-BY-CASE basis on the grounds that such actions may be connected to a shareholder rights’ plan that the Funds also will consider on a CASE-BY-CASE basis.
Common or Preferred Stock – Decrease in
Authorized Shares or Classes
The Funds generally will vote
FOR proposals seeking to decrease authorized shares of common or preferred stock or the elimination of a class of common or preferred stock.
Common Stock — Change in Par Value
The Funds generally will vote FOR proposals to change the par value
of the common stock, provided that the changes do not cause a diminution in shareholder rights.
Authorize Share Repurchase Program
The Funds generally will vote FOR proposals to institute or renew
open market share repurchase plans in which all shareholders may participate on equal terms.
Stock Splits
The Funds generally will vote FOR stock split proposals on the
grounds that they intended to encourage stock ownership of a company.
Private Placements, Conversion of Securities, Issuance
of Warrants or Convertible Debentures
The Funds generally
will vote FOR the issuance of shares for private placements, the conversion of securities from one class to another, and the issuance of warrants or convertible debentures on the grounds that such issuances may be necessary and beneficial for the
financial health of the company and may be a low cost source of equity capital. The Funds generally will vote AGAINST any such issuance or related action if the proposal would in any way result in new equity holders having superior voting rights,
would result in warrants or debentures, when exercised, holding in excess of 20 percent of the currently outstanding voting rights, or if the proposal would in any way diminish the rights of existing shareholders.
Issuance of Equity or Equity-Linked Securities without
Subscription Rights (Preemptive Rights)
The Funds generally
will vote FOR proposals that seek shareholder approval of the issuance of equity, convertible bonds or other equity-linked debt instruments, or to issue shares to satisfy the exercise of such securities that are free of subscription (preemptive)
rights on the grounds that companies must retain the ability to issue such securities for purposes of raising capital. The Funds generally will vote AGAINST any proposal where dilution exceeds 20 percent of the company’s outstanding
capital.
Recapitalization
The Funds generally will vote FOR recapitalization plans that
combine two or more classes of stock into one class, or that authorize the company to issue new common or preferred stock for such plans. The Funds generally will vote AGAINST recapitalization plans that would result in the diminution of rights for
existing shareholders.
Merger Agreement
The Funds will vote on a CASE-BY-CASE basis on proposals seeking
approval of a merger or merger agreement and all proposals related to such primary proposals, taking into consideration the particular facts and circumstances of the proposed merger and its potential benefits to existing shareholders.
Going Private
The Funds will vote on a CASE-BY-CASE basis on proposals that allow
listed companies to de-list and terminate registration of their common stock, taking into consideration the cash-out value to shareholders, and weighing the value in continuing as a publicly traded entity.
Statement
of Additional Information – May 1, 2017
|
B-5
|
Reincorporation
The Funds will vote on a CASE-BY-CASE basis on reincorporation
proposals, taking into consideration whether financial benefits (
e.g.
, reduced fees or taxes) likely to accrue to the company as a result of a reincorporation or other change of domicile outweigh any
accompanying material diminution of shareholder rights. The Funds generally will vote AGAINST the proposal unless the long-term business reasons for doing so are valid. The Funds generally will vote FOR proposals to consider reincorporating in the
United States if a company left the country for the purpose of avoiding taxes.
Bundled Proposals
The Funds generally will vote in accordance with recommendations
made by the third party research provider on “bundled” or otherwise conditioned proposals, which are determined depending on the overall economic effects to shareholders.
Defense Mechanisms
Shareholder Rights’ Plan (Poison Pill)
The Funds will vote on a CASE-BY-CASE basis regarding management
proposals seeking ratification of a shareholder rights’ plan, including a net operating loss (NOL) shareholder rights’ plan, or stockholder proposals seeking modification or elimination of any existing shareholder rights’
plan.
Supermajority Voting
The Funds generally will vote FOR the elimination or material
diminution of provisions in company governing documents that require the affirmative vote of a supermajority of shareholders for approval of certain actions, and generally will vote AGAINST the adoption of any supermajority voting clause.
Control Share Acquisition Provisions
The Funds generally will vote FOR proposals to opt out of control
share acquisition statutes and generally will vote AGAINST proposals seeking approval of control share acquisition provisions in company governing documents on the grounds that such provisions may harm long-term share value by effectively
entrenching management. The ability to buy shares should not be constrained by requirements to secure approval of the purchase from other shareholders.
Anti-Greenmail
The Funds generally will vote FOR proposals to adopt anti-greenmail
governing document amendments or to otherwise restrict a company’s ability to make greenmail payments.
Classification of Board of Directors
The Funds generally will vote FOR proposals to declassify a board
and AGAINST proposals to classify a board, absent special circumstances that would indicate that shareholder interests are better served by voting to the contrary.
Auditors
Ratify or Appoint Auditors
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which typically recommends votes FOR ratification or appointment except in situations where there are questions about the relative qualification of the auditors, conflicts of interest, auditor involvement
in significant financial restatements, option backdating, material weaknesses in controls, or situations where independence has been compromised.
Prohibit or Limit Auditor’s Non-Audit
Services
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which typically recommends votes AGAINST these proposals since it may be necessary or appropriate for auditors to provide a service related to the business of a company and that service will
not compromise the auditors’ independence. In addition, Sarbanes-Oxley legislation spells out the types of services that need pre-approval or would compromise independence.
Indemnification of External Auditor
The Funds generally will vote AGAINST proposals to indemnify
external auditors on the grounds that indemnification agreements may limit pursuit of legitimate legal recourse against the audit firm.
Indemnification of Internal Auditor
The Funds generally will vote FOR the indemnification of internal
auditors, unless the costs associated with the approval are not disclosed.
Statement
of Additional Information – May 1, 2017
|
B-6
|
Environmental and Social
Disclose Environmental or Social Agenda
Proposals that seek disclosure, often in the form of a report, on
items such as military contracts or sales, environmental or conservation initiatives, business relationships with foreign countries, or animal welfare or other environmental and social issues, will be reviewed and, if after considering the proposal
the Investment Manager believes the matter may bear on the long-term value creation or sustainability of the company, a vote FOR or AGAINST may be cast, otherwise the Funds generally will ABSTAIN from voting.
Socially Responsible Investing
Proposals that seek to have a company take a position on social or
environmental issues will be reviewed and, if after considering the proposal the Investment Manager believes the matter may bear on the long-term value creation or sustainability of the company, a vote FOR or AGAINST may be cast, otherwise the Funds
generally will ABSTAIN from voting.
Prohibit or
Disclose Contributions and Lobbying Expenses
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which typically considers the proposal in the context of the company’s current disclosures, Federal and state laws, and whether the proposal is in shareholders’ best
interests.
Disclose Prior Government
Service
Proposals seeking a company to furnish a list of
high-ranking employees who served in any governmental capacity over the last five years will be reviewed and, if after considering the proposal the Investment Manager believes the matter may bear on the long-term value creation or sustainability of
the company, a vote FOR or AGAINST may be cast, otherwise the Funds generally will ABSTAIN from voting.
Change in Operations or Products Manufactured or
Sold
Proposals seeking to change the way a company operates
(e.g., protect human rights, sexual orientation, stop selling tobacco products, move manufacturing operations to another country, etc.) will be reviewed and, if after considering the proposal the Investment Manager believes the matter may bear on
the long-term value creation or sustainability of the company, a vote FOR or AGAINST may be cast, otherwise the Funds generally will ABSTAIN from voting.
Sustainability Reporting
The Funds generally will vote in accordance with recommendations
made by the third party research provider, which takes into account the risk to the long-term value creation or sustainability of the company from its practices and/or regulation, the extent of any sustainability concerns or controversies, the
industry in which the company operates, and the current level of disclosure by the company and its peers.
Climate Change Strategic Risk Assessment and
Reporting
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which takes into account the risk to the long-term value creation or sustainability of the company by assessing the company’s consideration of strategic and operational risks stemming
from climate change and/or regulatory responses, and the current level of disclosure by the company and its peers.
Foreign Issues – Directors, Boards and Committees
Approve Discharge of Management (Supervisory)
Board
The Funds generally will vote in accordance with
recommendations made by the third party research provider, which typically recommends votes FOR approval of the board, based on factors including whether there is an unresolved investigation or whether the board has participated in wrongdoing. This
is a standard request in Germany and discharge is generally granted unless a shareholder states a specific reason for withholding discharge and intends to take legal action.
Announce Vacancies on Management (Supervisory)
Board
The Funds generally will vote FOR proposals requesting
shareholder approval to announce vacancies on the board, as is required under Dutch law.
Approve Director Fees
The Funds generally will vote in accordance with recommendations
made by the third party research provider on proposals seeking approval of director fees.
Statement
of Additional Information – May 1, 2017
|
B-7
|
Foreign Issues — General Corporate Governance
Digitalization of Certificates
The Funds generally will vote FOR proposals seeking shareholder
approval to amend a company’s articles of incorporation to eliminate references to share certificates and beneficial owners, and to make other related changes to bring the articles in line with recent regulatory changes for Japanese
companies.
Authorize Filing of Required
Documents and Other Formalities
The Funds generally will vote
FOR proposals requesting shareholders authorize the holder of a copy of the minutes of the general assembly to accomplish any formalities required by law, as is required in France.
Propose Publications Media
The Funds generally will vote FOR proposals requesting shareholders
approve the designation of a newspaper as the medium to publish the company’s meeting notice, as is common in Chile and other countries.
Clarify Articles of Association or Incorporation
The Funds generally will vote FOR proposals seeking shareholder
approval of routine housekeeping of the company’s articles, including clarifying items and deleting obsolete items.
Update Articles of Association or Incorporation with
Proxy Results
The Funds generally will vote FOR proposals
requesting shareholders approve changes to the company’s articles of association or incorporation to reflect the results of a proxy vote by shareholders, which is a routine proposal in certain country’s proxies.
Conform Articles of Association or Incorporation to
Law or Stock Exchange
The Funds generally will vote FOR
proposals requesting shareholder approval to amend the articles of association or incorporation to conform to new requirements in local or national law or rules established by a stock exchange on which its stock is listed.
Authorize Board to Ratify and Execute Approved
Resolutions
The Funds generally will vote FOR proposals
requesting shareholder approval to authorize the board to ratify and execute any resolutions approved at the meeting.
Prepare and Approve List of Shareholders
The Funds generally will vote FOR proposals requesting shareholder
approval for the preparation and approval of the list of shareholders entitled to vote at the meeting, which is a routine formality in European countries.
Authorize Company to Engage in Transactions with
Related Parties
The Funds generally will vote FOR proposals
requesting shareholder approval for the company, its subsidiaries, and target associated companies to enter into certain transactions with persons who are considered “interested parties” as defined in Chapter 9A of the Listing Manual of
the Stock Exchange of Singapore (SES), as the SES related-party transaction rules are fairly comprehensive and provide shareholders with substantial protection against insider trading abuses.
Amend Articles to Lower Quorum Requirement for Special
Business
The Funds generally will vote on a CASE-BY-CASE
basis on proposals seeking to amend the articles to lower the quorum requirement to one-third for special business resolutions at a shareholder meeting, which is common when certain material transactions such as mergers or acquisitions are to be
considered by shareholders.
Change Date/Location
of Annual Meeting
The Funds will vote in accordance
with the recommendation of the third-party research provider on proposals to change the date, time or location of the company’s annual meeting of shareholders.
Elect Chairman of the Meeting
The Funds generally will vote FOR proposals requesting shareholder
approval to elect the chairman of the meeting, which is a routine meeting formality in certain European countries.
Authorize New Product Lines
The Funds generally will vote FOR proposals requesting shareholder
approval to amend the company’s articles to allow the company to expand into new lines of business.
Statement
of Additional Information – May 1, 2017
|
B-8
|
Approve Financial Statements, Directors’ Reports
and Auditors’ Reports
The Funds generally will vote FOR
proposals that request shareholder approval of the financial statements, directors’ reports, and auditors’ reports.
Foreign Issues — Compensation
Approve Retirement Bonuses for Directors/Statutory
Auditors
The Funds generally will ABSTAIN from voting on
proposals requesting shareholder approval for the payment of retirement bonuses to retiring directors and/or statutory auditors, which is a standard request in Japan, because information to justify the proposal is typically insufficient.
Approve Payment to Deceased Director’s/Statutory
Auditor’s Family
The Funds generally will ABSTAIN from
voting on proposals requesting shareholder approval for the payment of a retirement bonus to the family of a deceased director or statutory auditor, which is a standard request in Japan, because information to justify the proposal is typically
insufficient.
Foreign Issues — Business Entity,
Capitalization
Set or Approve the Dividend
The Funds generally will vote FOR proposals requesting shareholders
approve the dividend rate set by management.
Approve Allocation of Income and Dividends
The Funds generally will vote FOR proposals requesting shareholders
approve a board’s allocation of income for the current fiscal year, as well as the dividend rate.
Approve Scrip (Stock) Dividend Alternative
The Funds generally will vote FOR proposals requesting shareholders
authorize dividend payments in the form of either cash or shares at the discretion of each shareholder, provided the options are financially equal. The Funds generally will vote AGAINST proposals that do not allow for a cash option unless management
demonstrates that the cash option is harmful to shareholder value.
Authorize Issuance of Equity or Equity-Linked
Securities
The Funds generally will vote FOR proposals
requesting shareholder approval to permit the board to authorize the company to issue convertible bonds or other equity-linked debt instruments or to issue shares to satisfy the exercise of such securities.
Authorize Issuance of Bonds
The Funds generally will vote FOR proposals requesting shareholder
approval granting the authority to the board to issue bonds or subordinated bonds.
Authorize Capitalization of Reserves for Bonus Issue
or Increase in Par Value
The Funds generally will vote FOR
proposals requesting shareholder approval to increase authorized stock by capitalizing various reserves or retained earnings, which allows shareholders to receive either new shares or a boost in the par value of their shares at no cost.
Increase Issued Capital for Rights Issue
The Funds generally will vote FOR proposals requesting shareholder
approval to increase issued capital in order to offer a rights issue to current registered shareholders, which provides shareholders the option of purchasing additional shares of the company’s stock, often at a discount to market value, and
the company will use the proceeds from the issue to provide additional financing.
Board Authority to Repurchase Shares
The Funds generally will vote FOR proposals requesting that a board
be given the authority to repurchase shares of the company on the open market, with such authority continuing until the next annual meeting.
Authorize Reissuance of Repurchased Shares
The Funds generally will vote FOR proposals requesting shareholder
approval to reissue shares of the company’s stock that had been repurchased by the company at an earlier date.
Approve Payment of Corporate Income Tax
The Funds generally will vote FOR proposals seeking approval for
the use by a company of its reserves in order to pay corporate taxes, which is common practice in Europe.
Statement
of Additional Information – May 1, 2017
|
B-9
|
Cancel Pre-Approved Capital Issuance Authority
The Funds generally will vote FOR proposals requesting shareholders
cancel a previously approved authority to issue capital, which may be necessary in Denmark as companies there do not have authorized but unissued capital that they may issue as needed like their counterparts in other countries.
Allotment of Unissued Shares
The Funds generally will vote FOR proposals requesting that
shareholders give the board the authority to allot or issue unissued shares.
Authority to Allot Shares for Cash
The Funds generally will vote FOR proposals requesting that
shareholders give the board the ability to allot a set number of authorized but unissued shares for the purpose of employee share schemes and to allot equity securities for cash to persons other than existing shareholders up to a limited aggregate
nominal amount (a percentage of the issued share capital of the company).
Foreign Issues – Defense Mechanisms
Authorize Board to Use All Outstanding Capital
The Funds will vote on a CASE-BY-CASE basis on proposals requesting
shareholders authorize the board, for one year, to use all outstanding capital authorizations in the event that a hostile public tender or exchange offer is made for the company, which is a common anti-takeover measure in France similar to the way
U.S. companies use preferred stock.
Foreign Issues —
Auditors
Approve Special Auditors’
Report
The Funds generally will vote FOR proposals that
present shareholders of French companies, as required by French law, with a special auditor’s report that confirms the presence or absence of any outstanding related party transactions. At a minimum, such transactions (with directors or
similar parties) must be previously authorized by the board. This part of the French commercial code provides shareholders with a mechanism to ensure an annual review of any outstanding related party transactions.
Appoint Statutory Auditor
The Funds generally will vote FOR proposals requesting shareholder
approval to appoint the internal statutory auditor, designated as independent internal auditor as required by the revised Japanese Commercial Code.
Foreign Issues — Environmental and
Social
Authorize Company to Make EU
Political Organization Donations
The Funds generally will
ABSTAIN from voting on proposals that seek authorization for the company to make EU political organization donations and to incur EU political expenditures.
Statement
of Additional Information – May 1, 2017
|
B-10
|
PART C. OTHER INFORMATION
Item 28. Exhibits
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(a)(1)
|
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Amendment No. 1 to the Agreement and Declaration of Trust effective September 11, 2007, is incorporated by reference to Registration Statement
No. 333-146374
of the Registrant
on Form
N-1A
(Exhibit (a)(1)), filed on September 28, 2007.
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(a)(2)
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Amendment No. 2 to the Agreement and Declaration of Trust effective April 9, 2008, is incorporated by reference to Post-Effective Amendment No. 2 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(2)), filed on April 21, 2008.
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(a)(3)
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Amendment No. 3 to the Agreement and Declaration of Trust effective January 8, 2009, is incorporated by reference to Post-Effective Amendment No. 5 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(3)), filed on April 29, 2009.
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(a)(4)
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Amendment No. 4 to the Agreement and Declaration of Trust effective January 14, 2010, is incorporated by reference to Post-Effective Amendment No. 8 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(4)), filed on April 14, 2010.
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(a)(5)
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Amendment No. 5 to the Agreement and Declaration of Trust effective April 6, 2010, is incorporated by reference to Post-Effective Amendment No. 9 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(5)), filed on April 29, 2010.
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(a)(6)
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Amendment No. 6 to the Agreement and Declaration of Trust effective November 11, 2010, is incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(6)), filed on April 29, 2011.
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(a)(7)
|
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Amendment No. 7 to the Agreement and Declaration of Trust effective January 11, 2011, is incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(7)), filed on April 29, 2011.
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(a)(8)
|
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Amendment No. 8 to the Agreement and Declaration of Trust effective September 15, 2011, is incorporated by reference to Post-Effective Amendment No. 20 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(8)), filed on March 2, 2012.
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(a)(9)
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Amendment No. 9 to the Agreement and Declaration of Trust effective January 12, 2012, is incorporated by reference to Post-Effective Amendment No. 20 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(9)), filed on March 2, 2012.
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(a)(10)
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Amendment No. 10 to the Agreement and Declaration of Trust effective June 14, 2012, is incorporated by reference to Post-Effective Amendment No. 31 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(10)), filed on April 26, 2013.
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(a)(11)
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Amendment No. 11 to the Agreement and Declaration of Trust effective September 13, 2012, is incorporated by reference to Post-Effective Amendment No. 31 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(11)), filed on April 26, 2013.
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(a)(12)
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Amendment No. 12 to the Agreement and Declaration of Trust effective January 16, 2013, is incorporated by reference to Post-Effective Amendment No. 31 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(12)), filed on April 26, 2013.
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(a)(13)
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Amendment No. 13 to the Agreement and Declaration of Trust effective April 17, 2013, is incorporated by reference to Post-Effective Amendment No. 31 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(13)), filed on April 26, 2013.
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(a)(14)
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Amendment No. 14 to the Agreement and Declaration of Trust effective April 11, 2014, is incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(14)), filed on April 29, 2014.
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(a)(15)
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Amendment No. 15 to the Agreement and Declaration of Trust effective April 14, 2015, is incorporated by reference to Post-Effective Amendment No. 46 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(15)), filed on May 15, 2015.
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(a)(16)
|
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Amendment No. 16 to the Agreement and Declaration of Trust effective April 19, 2016, is incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(16)), filed on April 28, 2016.
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(a)(17)
|
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Amendment No. 17 to the Agreement and Declaration of Trust effective November 14, 2016, is incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (a)(17)), filed on February 17, 2017.
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(a)(18)
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Amendment No. 18 to the Agreement and Declaration of Trust effective April 21, 2017, is filed herewith as Exhibit (a)(18) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
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(b)
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By-laws,
effective September 6, 2007, most recently amended February 10, 2016, are incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (b)), filed on April 28, 2016.
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(c)
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Stock Certificate: Not Applicable.
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(d)(1)
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Management Agreement (amended and restated), dated April 25, 2016, between Columbia Management Investment Advisers, LLC, Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II, is incorporated by reference
to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(1)), filed on April 28,
2016.
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(d)(2)
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Schedule A and Schedule B, effective May 1, 2017, to the Management Agreement between Columbia Management Investment Advisers, LLC, the Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II, effective
April 25, 2016, are filed herewith as Exhibit (d)(2) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
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(d)(3)
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Management Agreement, effective May 1, 2016, between Columbia Management Investment Advisers, LLC and CVPCSF Offshore Fund, Ltd., a wholly-owned subsidiary of Columbia Variable PortfolioCommodity Strategy Fund, a series
of Columbia Funds Variable Series Trust II, is incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(3)), filed on April 28, 2016.
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(d)(4)
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Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and American Century Investment Management, Inc., is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(4)), filed on May 15, 2014.
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(d)(5)
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Subadvisory Agreement, dated September 13, 2012, between Columbia Management Investment Advisers, LLC and BlackRock Financial Management, Inc., is incorporated by reference to Post-Effective Amendment No. 39 to
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(6)), filed on May 15, 2014.
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(d)(6)
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Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and BMO Asset Management Corp., is filed herewith as Exhibit (d)(6) to Post-
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Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
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(d)(7)
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Subadvisory Agreement, dated March 15, 2016, between Columbia Management Investment Advisers, LLC and CenterSquare Investment Management, Inc., is incorporated by reference to Post-Effective Amendment No. 52 to
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(36)), filed on June 1, 2016.
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(d)(8)
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Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Columbia Wanger Asset Management, LLC, is incorporated by reference to Post-Effective
Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(7)), filed on May 15, 2014.
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(d)(9)
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Subadvisory Agreement, dated July 16, 2007, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Denver Investment Advisors LLC, is incorporated by reference to Post-Effective
Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(8)), filed on May 15, 2014.
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(d)(10)
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Subadvisory Agreement, dated September 23, 2011, amended December 5, 2013 (Amendment No. 1), between Columbia Management Investment Advisers, LLC and Dimensional Fund Advisors, L.P., is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(9)), filed on May 15, 2014.
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(d)(11)
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Amendment No. 2, as of June 5, 2014, to the Subadvisory Agreement, dated September 23, 2011, amended December 5, 2013, between Columbia Management Investment Advisers, LLC and Dimensional Fund Advisors, L.P., is
incorporated by reference to Post-Effective Amendment No. 41 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(10)), filed
on August 20, 2014.
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(d)(12)
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Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Eaton Vance Management, is incorporated by reference to Post-Effective Amendment
No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(11)), filed on May 15, 2014.
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(d)(13)
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Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and J.P. Morgan Investment Management Inc., is incorporated by reference to Post-Effective
Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(14)), filed on May 15, 2014.
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(d)(14)
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Amendment No. 1, as of June 17, 2014, to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and J.P. Morgan Investment
Management Inc., is incorporated by reference to Post-Effective Amendment No. 42 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(16)), filed on August 20, 2014.
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(d)(15)
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Form of Amendment No. 2 to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and J.P. Morgan Investment Management Inc., is filed
electronically herewith as Exhibit (d)(15) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
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(d)(16)
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Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Jacobs Levy Equity Management, Inc., is filed herewith as Exhibit (d)(16) to Post-Effective Amendment No. 55 to
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
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(d)(17)
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Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Jennison Associates LLC, is incorporated by reference to Post-Effective Amendment
No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(15)), filed on May 15, 2014.
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(d)(18)
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Subadvisory Agreement, dated September 14, 2016, between Columbia Management Investment Advisers, LLC and Kennedy Capital Management, Inc., is incorporated by reference to Post-Effective Amendment No. 53 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(16)), filed on November 14, 2016.
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(d)(19)
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Subadvisory Agreement, dated January 15, 2014, between Columbia Management Investment Advisers, LLC and Loomis, Sayles & Company, L.P., is incorporated by reference to Post-Effective Amendment No. 39 to
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(16)), filed on May 15, 2014.
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|
(d)(20)
|
|
Amendment No. 1, as of November 19, 2015, to the Subadvisory Agreement, dated January 15, 2014, between Columbia Management Investment Advisers, LLC and Loomis, Sayles & Company, L.P., is incorporated by
reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(17)), filed on April 28,
2016.
|
|
|
(d)(21)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Los Angeles Capital Management and Equity Research, Inc., is filed herewith as Exhibit (d)(21) to Post-Effective Amendment
No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(d)(22)
|
|
Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Massachusetts Financial Services Company, is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(18)), filed on May 15,
2014.
|
|
|
(d)(23)
|
|
Amendment No. 1, as of February 10, 2016, to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC and Massachusetts Financial Services Company, is incorporated by
reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(20)), filed on April 28,
2016.
|
|
|
(d)(24)
|
|
Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Morgan Stanley Investment Management, Inc., is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(20)), filed on May 15,
2014.
|
|
|
(d)(25)
|
|
Amendment No. 1, as of February 10, 2016, to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC and Morgan Stanley Investment Management, Inc., is incorporated by
reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(22)), filed on April 28,
2016.
|
|
|
(d)(26)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Nuveen Asset Management, LLC, is filed herewith as Exhibit (d)(26) to Post-Effective Amendment No. 55 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(d)(27)
|
|
Subadvisory Agreement, dated February 10, 2016, between Columbia Management Investment Advisers, LLC and OppenheimerFunds Inc., is incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(24)), filed on April 28, 2016.
|
|
|
|
|
|
(d)(28)
|
|
Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Pyramis Global Advisors, LLC (FIAM LLC), is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(23)), filed on May 15,
2014.
|
|
|
(d)(29)
|
|
Subadvisory Agreement, dated June 18, 2014, between Columbia Management Investment Advisers, LLC and Segall Bryant & Hamill, LLC, is incorporated by reference to Post-Effective Amendment No. 41 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(27)), filed on August 20, 2014.
|
|
|
(d)(30)
|
|
Subadvisory Agreement, dated September 14, 2016, between Columbia Management Investment Advisers, LLC and T. Rowe Price Associates, Inc., is incorporated by reference to Post-Effective Amendment No. 53 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(29)), filed on November 14, 2016.
|
|
|
(d)(31)
|
|
Subadvisory Agreement, dated January 15, 2014, between Columbia Management Investment Advisers, LLC and TCW Investment Management Company, is incorporated by reference to Post-Effective Amendment No. 39 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(26)), filed on May 15, 2014.
|
|
|
(d)(32)
|
|
Amended and Restated Subadvisory Agreement, dated June 11, 2008, last amended January 16, 2013, between Columbia Management Investment Advisers, LLC and Threadneedle International Limited, is incorporated by reference to
Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(27)), filed on May 15,
2014.
|
|
|
(d)(33)
|
|
Subadvisory Agreement, dated June 19, 2013, between Columbia Management Investment Advisers, LLC and Victory Capital Management Inc., is incorporated by reference to Post-Effective Amendment No. 39 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(29)), filed on May 15, 2014.
|
|
|
(d)(34)
|
|
Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Wells Capital Management Incorporated, is incorporated by reference to Post-Effective
Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(30)), filed on May 15, 2014.
|
|
|
(d)(35)
|
|
Amendment No. 1, as of July 18, 2014, to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Wells Capital Management
Incorporated, is incorporated by reference to Post-Effective Amendment No. 42 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit
(d)(34)), filed on October 15, 2014.
|
|
|
(d)(36)
|
|
Form of Amendment No. 2 to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Wells Capital Management Incorporated, is filed
herewith as Exhibit (d)(36) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(e)(1)
|
|
Amended and Restated Distribution Agreement by and between Registrant and Columbia Management Investment Distributors, Inc., dated March 1, 2016, is incorporated by reference to Post-Effective Amendment No. 50 to
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (e)(1)), filed on April 28, 2016.
|
|
|
(e)(2)
|
|
Schedule I, dated May 1, 2017, and Schedule II, dated September 7, 2010, to the Distribution Agreement, amended and restated as of March 1, 2016, between Registrant and Columbia Management Investment Distributors,
Inc., are filed herewith as Exhibit (e)(2) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
|
|
|
(f)
|
|
Deferred Compensation Plan, adopted as of December 31, 2011, is incorporated by reference to Post-Effective Amendment No. 52 to Registration Statement
No. 333-131683
of Columbia
Funds Series Trust II on Form
N-1A
(Exhibit (f)), filed on February 24, 2012.
|
|
|
(g)(1)
|
|
Second Amended and Restated Master Global Custody Agreement with JPMorgan Chase Bank, N.A., dated March 7, 2011, is incorporated by reference to Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (g)(1)), filed on May 15, 2014.
|
|
|
(g)(2)
|
|
Addendum (related to Columbia Variable Portfolio Emerging Markets Fund and Columbia Variable Portfolio Managed Volatility Fund, now known as Columbia Variable Portfolio Managed Volatility Moderate Growth Fund),
dated March 9, 2012, and Addendum (related to Columbia Variable Portfolio Commodity Strategy Fund), dated March 15, 2013, to the Second Amended and Restated Master Global Custody Agreement with JPMorgan Chase Bank, N.A., dated
March 7, 2011, are incorporated by reference to Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (g)(2)), filed on May 15, 2014.
|
|
|
(g)(3)
|
|
Side letter (related to the China Connect Service on behalf of Columbia Variable PortfolioEmerging Markets Fund), dated December 19, 2014, to the Second Amended and Restated Master Global Custody Agreement with JP Morgan
Chase Bank, N.A., dated March 7, 2011, is incorporated by reference to Post-Effective Amendment No. 44 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (g)(3)), filed on February 20, 2015.
|
|
|
(h)(1)
|
|
Amended and Restated Transfer and Dividend Disbursing Agent Agreement by and between the Registrant and Columbia Management Investment Services Corp., dated March 1, 2016, is filed herewith as Exhibit (h)(1) to Post-Effective
Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(h)(2)
|
|
Schedule A, effective May 1, 2017 and Schedule B, effective October 1, 2015, to the Amended and Restated Transfer and Dividend Disbursing Agent Agreement by and between the Registrant and Columbia Management Investment
Services Corp., dated March 1, 2016, are filed herewith as Exhibit (h)(2) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(h)(3)
|
|
Amended and Restated Fee Waiver and Expense Cap Agreement, effective July 1, 2016, by and among Columbia Management Investment Advisers, LLC, Columbia Management Investment Distributors, Inc., Columbia Management Investment
Services Corp., the Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II, is incorporated by reference to Post-Effective Amendment No. 145 to Registration Statement
No. 333-131683
of Columbia Funds Series Trust II on Form
N-1A
(Exhibit (h)(5)), filed on June 27, 2016.
|
|
|
(h)(4)
|
|
Schedule A, as of May 1, 2017, to the Amended and Restated Fee Waiver and Expense Cap Agreement, effective July 1, 2016, by and among Columbia Management Investment Advisers, LLC, Columbia Management Investment
Distributors, Inc., Columbia Management Investment Services Corp., the Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II, is filed herewith as Exhibit (h)(4) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(h)(5)
|
|
Agreement and Plan of Reorganization, dated September 11, 2007, between RiverSource Variable Portfolio Funds, each a series of a Minnesota corporation, and corresponding RiverSource Variable Portfolio Funds, each a series of
RiverSource Variable Series Trust, now known as Columbia Funds Variable Series Trust II, a Massachusetts business trust, and between RiverSource Variable Portfolio Core Bond Fund, a series of RiverSource Variable Series Trust, and RiverSource
Variable Portfolio Diversified Bond Fund, a series of RiverSource Variable Series Trust, now known as Columbia Funds Variable Series Trust II, is incorporated by reference to Post-Effective Amendment No. 2 to
|
|
|
|
|
|
|
|
Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (h)(5)), filed on April 21, 2008.
|
|
|
(h)(6)
|
|
Agreement and Plan of Reorganization, dated December 20, 2010, is incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A
(Exhibit (h)(9)), filed on April 29, 2011.
|
|
|
(h)(7)
|
|
Agreement and Plan of Redomiciling, dated December 20, 2010, is incorporated by reference to Post-Effective Amendment No. 15 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A
(Exhibit (h)(10)), filed on April 29, 2011.
|
|
|
(h)(8)
|
|
Agreement and Plan of Reorganization, dated October 9, 2012, is incorporated by reference to Post-Effective Amendment No. 117 to Registration Statement
No. 333-8966
of Columbia
Funds Series Trust on Form
N-1A
(Exhibit (h)(7)), filed on May 30, 2013.
|
|
|
(h)(9)
|
|
Agreement and Plan of Reorganization, dated December 17, 2015, is incorporated by reference to Registration Statement
No. 333-208706
of Columbia Funds Series Trust on Form
N-14
(Exhibit (4)), filed on December 22, 2015.
|
|
|
(h)(10)
|
|
Amended and Restated Credit Agreement as of December 9, 2014, is incorporated by reference to Post-Effective Amendment No. 225 to Registration Statement
No. 2-99356
of Columbia Funds Series Trust I on Form
N-1A
(Exhibit (h)(14)), filed on April 16, 2015.
|
|
|
(h)(11)
|
|
Restated Credit Agreement, as of December 8, 2015, is incorporated by reference to Post-Effective Amendment No. 256 to Registration Statement
No. 2-99356
of Columbia Funds
Series Trust I on Form
N-1A
(Exhibit (h)(9)(i)), filed on April 11, 2016.
|
|
|
(i)
|
|
Opinion and consent of counsel as to the legality of the securities being registered is incorporated by reference to Post-Effective Amendment No. 38 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (i)), filed on April 29, 2014.
|
|
|
(j)
|
|
Consents of Independent Registered Public Accounting Firm are filed herewith as Exhibit (j) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A.
|
|
|
(k)
|
|
Omitted Financial Statements: Not Applicable.
|
|
|
(l)
|
|
Initial Capital Agreement: Not Applicable.
|
|
|
(m)(1)
|
|
Plan of Distribution and Agreement of Distribution, effective May 1, 2009, amended and restated March 7, 2011, between Registrant and Columbia Management Investment Distributors, Inc., is incorporated by reference to
Post-Effective Amendment No. 38 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (m)(1)), filed on April 29,
2014.
|
|
|
(m)(2)
|
|
Schedule A, effective May 1, 2017, to the Plan of Distribution and Agreement of Distribution, effective May 1, 2009, amended and restated March 7, 2011, between Registrant and Columbia Management Investment
Distributors, Inc. is filed herewith as Exhibit (m)(2) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(n)
|
|
Rule 18f 3(d), amended and restated effective May 1, 2017, is filed herewith as Exhibit (n) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(o)
|
|
Reserved.
|
|
|
|
|
|
(p)(1)
|
|
Code of Ethics adopted under Rule
17j-1
for Registrant, effective April 14, 2014, is incorporated by reference to Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (p)(1)), filed on May 15, 2014.
|
|
|
(p)(2)
|
|
Ameriprise Global Asset Management Personal Trading Account Dealing and Code of Ethics Policy, effective December 15, 2016, is incorporated by reference to Post-Effective Amendment No. 288 to Registration Statement
No. 2-99356
of Columbia Funds Series Trust I on Form
N-1A
(Exhibit (p)(2)), filed on February 7, 2017.
|
|
|
(p)(3)
|
|
American Century Investment Management, Inc. Code of Ethics, dated December 19, 2016, is filed herewith as Exhibit (p)(3) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(4)
|
|
BlackRock Financial Management, Inc. Code of Ethics, dated January 11, 2017, is filed herewith as Exhibit (p)(4) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(5)
|
|
BMO Asset Management, Corp. Code of Ethics, dated December 2016, is incorporated by reference to Post-Effective Amendment No. 295 to Registration Statement
No. 2-99356
of Columbia
Funds Series Trust I on Form
N-1A
(Exhibit (p)(12)), filed on April 26, 2017.
|
|
|
(p)(6)
|
|
CenterSquare Investment Management, Inc. Code of Ethics, dated December 2016, is filed herewith as Exhibit (p)(6) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(7)
|
|
Columbia Wanger Asset Management, LLC Code of Ethics, effective January 2, 2007, last amended January 6, 2016, is incorporated by reference to Post-Effective Amendment No. 50 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (p)(6)), filed on April 28, 2016.
|
|
|
(p)(8)
|
|
Denver Investment Advisors LLC Code of Ethics, amended, effective June 1, 2013, is incorporated by reference to Post-Effective Amendment No. 39 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (p)(7)), filed on May 15, 2014.
|
|
|
(p)(9)
|
|
Dimensional Fund Advisors, L.P. Code of Ethics, effective January 1, 2017, is filed herewith as Exhibit (p)(9) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(10)
|
|
Eaton Vance Management Code of Ethics, effective September 1, 2000, as revised December 14, 2016, is filed herewith as Exhibit (p)(10) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(11)
|
|
J.P. Morgan Investment Management Inc. Code of Ethics, effective February 1, 2005, last revised July 8, 2016, is filed herewith as Exhibit (p)(11) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(12)
|
|
Jacobs Levy Equity Management, Inc. Code of Ethics, dated January 1, 2016, is filed herewith as Exhibit (p)(12) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(13)
|
|
Jennison Associates, LLC Code of Ethics, as amended September 30, 2016, is filed herewith as Exhibit (p)(13) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(14)
|
|
Kennedy Capital Management, Inc. Code of Ethics, as amended November 19, 2015, is incorporated by reference to Post-Effective Amendment No. 53 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (p)(13)), filed on November 14, 2016.
|
|
|
|
|
|
(p)(15)
|
|
Loomis, Sayles & Company, L.P. Code of Ethics, effective January 14, 2000, as amended August 11, 2016, is incorporated by reference to Post-Effective Amendment No. 295 to Registration Statement
No. 2-99356
of Columbia Funds Series Trust I on Form
N-1A
(Exhibit (p)(11)), filed on April 26, 2017.
|
|
|
(p)(16)
|
|
Los Angeles Capital Management and Equity Research, Inc. Code of Ethics, dated December 30, 2016, is incorporated by reference to Post-Effective Amendment No. 295 to Registration Statement
No. 2-99356
of Columbia Funds Series Trust I on Form
N-1A
(Exhibit (p)(15)), filed on February 7, 2017.
|
|
|
(p)(17)
|
|
Massachusetts Financial Services Company Code of Ethics, effective date October 31, 2016, is filed herewith as Exhibit (p)(17) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(18)
|
|
Morgan Stanley Investment Management Inc. Code of Ethics, effective March 22, 2016, is filed herewith as Exhibit (p)(18) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(19)
|
|
Nuveen Asset Management, LLC Code of Ethics, dated September 2016, is filed herewith as Exhibit (p)(19) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of
the Registrant on Form
N-1A.
|
|
|
(p)(20)
|
|
OppenheimerFunds Inc. Code of Ethics, dated May 26, 2016, is filed herewith as Exhibit (p)(20) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A.
|
|
|
(p)(21)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics, dated 2017, is filed herewith as Exhibit (p)(21) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(21)(i)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics for Personal Investing European Region, dated February 21, 2017, is filed herewith as Exhibit (p)(21)(i) to Post-Effective Amendment No. 55 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(21)(ii)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics for Personal Investing Asia Pacific Region, dated February 21, 2017, is filed herewith as Exhibit (p)(21)(ii) to Post-Effective Amendment No. 55 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
(p)(22)
|
|
Segall Bryant & Hamill, LLC Code of Ethics, dated July 2013, is incorporated by reference to Post-Effective Amendment No. 41 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A
(Exhibit (p)(24)), filed on August 20, 2014.
|
|
|
(p)(23)
|
|
T. Rowe Price Group, Inc. and Its Affiliates. Code of Ethics, as of January 1, 2016, is incorporated by reference to Post-Effective Amendment No. 53 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (d)(23)), filed on November 14, 2016.
|
|
|
(p)(24)
|
|
TCW Investment Management Company Code of Ethics, dated March 13, 2017, is incorporated by reference to Post-Effective Amendment No. 295 to Registration Statement
No. 2-99356
of
Columbia Funds Series Trust I on Form
N-1A
(Exhibit (p)(7)), filed on April 26, 2017.
|
|
|
(p)(25)
|
|
Victory Capital Management Inc. Code of Ethics, effective July 30, 2016, is filed herewith as Exhibit (p)(25) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
|
|
|
|
|
(p)(26)
|
|
Wells Capital Management Incorporated Code of Ethics, dated September 30, 2016, is incorporated by reference to Post-Effective Amendment No. 278 to Registration Statement
No. 2-99356
of Columbia Funds Series Trust I on Form
N-1A
(Exhibit (p)(14)), filed on October 5, 2016.
|
|
|
(q)(1)
|
|
Trustees Power of Attorney to sign Amendments to this Registration Statement, dated February 2, 2017, is incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (q)(1)), filed on February 17, 2017.
|
|
|
(q)(2)
|
|
Power of Attorney for Michael G. Clarke, dated May 23, 2016, is incorporated by reference to Post-Effective Amendment No. 52 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A
(Exhibit (p)(3)), filed on June 1, 2016.
|
|
|
(q)(3)
|
|
Power of Attorney for Christopher O. Petersen, dated February 16, 2015, is incorporated by reference to Post-Effective Amendment No. 44 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (q)(5)), filed on February 20, 2015.
|
|
|
(q)(4)
|
|
Power of Attorney for Amy K. Johnson, dated May 11, 2016, is filed herewith as Exhibit (q)(4) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the
Registrant on Form
N-1A.
|
|
|
(q)(5)
|
|
Power of Attorney for Anthony P. Haugen, dated May 11, 2016, is filed herewith as Exhibit (q)(5) to Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of
the Registrant on Form
N-1A.
|
Item 29.
|
Persons Controlled by or Under Common Control with the Registrant
|
Columbia Management Investment
Advisers, LLC (the investment manager or Columbia Management), as sponsor of the Columbia funds, may make initial capital investments in Columbia funds (seed accounts). Columbia Management also serves as investment manager of certain Columbia
funds-of-funds
that invest primarily in shares of affiliated funds (the underlying funds). Columbia Management does not make initial capital investments or invest in
underlying funds for the purpose of exercising control. However, since these ownership interests may be significant, in excess of 25%, such that Columbia Management may be deemed to control certain Columbia funds, procedures have been put in place
to assure that public shareholders determine the outcome of all actions taken at shareholder meetings. Specifically, Columbia Management (which votes proxies for the seed accounts) and the Boards of Trustees of the affiliated
funds-of-funds
(which votes proxies for the affiliated
funds-of-funds)
vote on each proposal in
the same proportion as the vote of the direct public shareholders vote; provided, however, that if there are no direct public shareholders of an underlying fund or if direct public shareholders represent only a minority interest in an underlying
fund, the Fund may cast votes in accordance with instructions from the independent members of the Board.
Article VII of the Registrants Agreement and Declaration of Trust, as amended,
provides that no trustee or officer of the Registrant shall be subject to any liability to any person in connection with Registrant property or the affairs of the Registrant, and no trustee shall be responsible or liable in any event for any neglect
or wrongdoing of any officer, agent, employee, investment adviser or principal underwriter of the Registrant or for the act or omission of any other trustee, all as more fully set forth in the Agreement and Declaration of Trust, which is filed as an
exhibit to this registration statement. Article 5 of the Registrants Bylaws provides that the Registrant shall indemnify and hold harmless its trustees and officers (including persons who serve at the Registrants request as directors,
officers or trustees of another organization in which the Registrant has any interest) (Covered Persons) against liabilities and expenses in connection with the defense or disposition of any proceeding in which such Covered Person may be or may have
been involved or with which such Covered Person may be or may have been threatened by reason of any alleged act or omission as a trustee or officer or by reason of his or her being or having been such a Covered Person, under specified circumstances,
all as more fully set forth in the Bylaws, which are filed as an exhibit to the registration statement.
Section 17(h) of the Investment Company Act of 1940 (1940 Act) provides that no instrument pursuant to which
Registrant is organized or administered shall contain any provision which protects or purports to protect any trustee or officer of Registrant against any liability to Registrant or its shareholders to which he or she would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office.
The
Registrants Declaration of Trust provides that nothing in the Declaration of Trust shall protect any trustee or officer against any liabilities to the Registrant or its shareholders to which he or she would otherwise be subject by reason of
willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office or position with or on behalf of the Registrant and the Registrants Bylaws provides that no Covered Person shall
be indemnified against any liability to the Registrant or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Persons office.
Pursuant to the Distribution Agreement, Columbia Management Investment Distributors, Inc. agrees to indemnify the Registrant, its officers and trustees
against claims, demands, liabilities and expenses under specified circumstances, all as more fully set forth in the Registrants Distribution Agreement, which has been filed as an exhibit to the registration statement.
The Registrant may be party to other contracts that include indemnification provisions for the benefit of the Registrants trustees and officers.
The trustees and officers of the Registrant and the personnel of the Registrants investment adviser and principal underwriter are insured under an
errors and omissions liability insurance policy. Registrants investment adviser, Columbia Management Investment Advisers, LLC, maintains investment advisory professional liability insurance to insure it, for the benefit of Registrant and its
non-interested
trustees, against loss arising out of any effort, omission, or breach of any duty owed to Registrant or any series of Registrant by Columbia Management Investment Advisers, LLC.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the 1933 Act) may be permitted to trustees, officers and controlling
persons of the Registrant by the Registrant pursuant to the Registrants organizational instruments or otherwise, the Registrant is aware that in the opinion of the Securities and Exchange Commission (SEC), such indemnification is against
public policy as expressed in the 1933 Act and, therefore, is unenforceable.
Item 31.
|
Business and Other Connections of the Investment Adviser
|
To the knowledge of the Registrant, none of
the directors or officers of Columbia Management Investment Advisers, LLC (Columbia Management), the Registrants investment adviser, or any subadviser to a series of the Registrant, except as set forth below, are or have been, at any time
during the Registrants past two fiscal years, engaged in any other business, profession, vocation or employment of a substantial nature.
(1)
|
Columbia Management, a wholly owned subsidiary of Ameriprise Financial, Inc., performs investment advisory services for the Registrant and certain other clients. Information regarding the business of Columbia Management
and the directors and principal officers of Columbia Management is also included in the Form ADV filed by Columbia Management with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-25943),
which is incorporated herein by reference. In addition to their position with Columbia Management, certain directors and officers of Columbia Management also hold various positions with,
and engage in business for, Ameriprise Financial, Inc. or its other subsidiaries.
|
(2)
|
American Century Investment Management, Inc. performs investment management services for the Registrant and
certain other clients. Information regarding the business of American Century Investment Management, Inc. is set forth in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by American
Century Investment Management, Inc. and is incorporated herein by reference. Information about the business of American Century Investment
|
|
Management, Inc. and the directors and principal executive officers of American Century Investment Management, Inc. is also included in the Form ADV filed by American Century Investment
Management, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-8174),
which is incorporated herein by reference.
|
(3)
|
BlackRock Financial Management, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of BlackRock Financial Management, Inc. is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by BlackRock Financial Management, Inc. and is incorporated herein by reference. Information about the business of BlackRock Financial
Management, Inc. and the directors and principal executive officers of BlackRock Financial Management, Inc. is also included in the Form ADV filed by BlackRock Financial Management, Inc. with the SEC pursuant to the Investment Advisers Act of 1940
(File
No. 801-48433),
which is incorporated herein by reference.
|
(4)
|
BMO Asset Management Corp. performs investment management services for the Registrant and certain other clients. Information regarding the business of BMO Asset Management Corp. and certain of its officers is set forth
in the Prospectuses and Statement of Additional Information of the Registrants portfolio(s) subadvised by BMO Asset Management Corp. and is incorporated herein by reference. Information about the business of BMO Asset Management Corp. and the
directors and principal executive officers of BMO Asset Management Corp. is also included in the Form ADV filed by BMO Asset Management Corp. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-35533),
which is incorporated herein by reference.
|
(5)
|
CenterSquare Investment Management, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of CenterSquare Investment Management, Inc. is set forth
in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by CenterSquare Investment Management, Inc. and is incorporated herein by reference. Information about the business of CenterSquare
Investment Management, Inc. and the directors and principal executive officers of CenterSquare Investment Management, Inc. is also included in the Form ADV filed by CenterSquare Investment Management, Inc. with the SEC pursuant to the Investment
Advisers Act of 1940 (File
No. 801-51733),
which is incorporated herein by reference.
|
(6)
|
Columbia Wanger Asset Management, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Columbia Wanger Asset Management, LLC is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Columbia Wanger Asset Management, LLC and is incorporated herein by reference. Information about the business of Columbia Wanger Asset
Management, LLC and the directors and principal executive officers of Columbia Wanger Asset Management, LLC is also included in the Form ADV filed by Columbia Wanger Asset Management, LLC with the SEC pursuant to the Investment Advisers Act of 1940
(File
No. 801-41391),
which is incorporated herein by reference.
|
(7)
|
Denver Investment Advisors LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Denver Investment Advisors LLC is set forth in the Prospectuses
and Statement of Additional Information of the Registrants series that are subadvised by Denver Investment Advisors LLC and is incorporated herein by reference. Information about the business of Denver Investment Advisors LLC and the directors
and principal executive officers of Denver Investment Advisors LLC is also included in the Form ADV filed by Denver Investment Advisors LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-47933),
which is incorporated herein by reference.
|
(8)
|
Dimensional Fund Advisors, L.P. performs investment management services for the Registrant and certain other clients. Information regarding the business of Dimensional Fund Advisors, L.P. is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Dimensional Fund Advisors, L.P. and is incorporated herein by reference. Information about the business of Dimensional Fund Advisors, L.P.
and the directors and principal executive officers of Dimensional Fund Advisors, L.P. is also included in the Form ADV filed by Dimensional Fund Advisors, L.P. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-16283),
which is incorporated herein by reference.
|
(9)
|
Eaton Vance Management performs investment management services for the Registrant and certain other clients. Information regarding the business of Eaton Vance Management is set forth in the Prospectuses and Statement of
Additional Information of the Registrants series that are subadvised by Eaton Vance Management and is incorporated herein by reference. Information about the business of Eaton Vance Management and the directors and principal executive officers
of Eaton Vance Management is also included in the Form ADV filed by Eaton Vance Management with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-15930),
which is incorporated herein
by reference.
|
(10)
|
J.P. Morgan Investment Management Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of J.P. Morgan Investment Management Inc. is set forth in
the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by J.P. Morgan Investment Management Inc. and is incorporated herein by reference. Information about the business of J.P. Morgan Investment
Management Inc. and the directors and principal executive officers of J.P. Morgan Investment Management Inc. is also included in the Form ADV filed by J.P. Morgan Investment Management Inc. with the SEC pursuant to the Investment Advisers Act of
1940 (File
No. 801-21011),
which is incorporated herein by reference.
|
(11)
|
Jacobs Levy Equity Management, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Jacobs Levy Equity Management, Inc. is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Jacobs Levy Equity Management, Inc. and is incorporated herein by reference. Information about the business of Jacobs Levy Equity Management,
Inc. and the directors and principal executive officers of Jacobs Levy Equity Management, Inc. is also included in the Form ADV filed by Jacobs Levy Equity Management, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-28257),
which is incorporated herein by reference.
|
(12)
|
Jennison Associates LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Jennison Associates LLC is set forth in the Prospectuses and Statement
of Additional Information of the Registrants series that are subadvised by Jennison Associates LLC and is incorporated herein by reference. Information about the business of Jennison Associates LLC and the directors and principal executive
officers of Jennison Associates LLC is also included in the Form ADV filed by Jennison Associates LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-5608),
which is
incorporated herein by reference.
|
(13)
|
Kennedy Capital Management, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Kennedy Capital Management, Inc., is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Kennedy Capital Management, Inc., and is incorporated herein by reference. Information about the business of Kennedy Capital Management,
Inc., and the directors and principal executive officers of Kennedy Capital Management, Inc., is also included in the Form ADV filed by Kennedy Capital Management, Inc., with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-15323),
which is incorporated herein by reference.
|
(14)
|
Loomis, Sayles & Company, L.P. performs investment management services for the Registrant and certain other clients. Information regarding the business of Loomis, Sayles & Company, L.P. is set forth in
the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Loomis, Sayles & Company, L.P. and is incorporated herein by reference. Information about the business of Loomis,
Sayles & Company, L.P. and the directors and principal executive officers of Loomis, Sayles & Company, L.P.is also included in the Form ADV filed by Loomis, Sayles & Company, L.P. with the SEC pursuant to the Investment
Advisers Act of 1940 (File
No. 801-170),
which is incorporated herein by reference.
|
(15)
|
Los Angeles Capital Management and Equity Research, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Los Angeles Capital Management and
Equity Research, Inc. and certain of its officers is set forth in the Prospectuses and Statement of Additional Information of the Registrants portfolio(s) subadvised by Los Angeles Capital Management and Equity Research, Inc. and is
incorporated herein by reference. Information about the business of Los Angeles Capital Management and Equity Research, Inc. and the directors and principal executive officers of Los Angeles Capital Management and Equity Research, Inc. is also
included in the Form ADV filed by Los Angeles Capital Management and Equity Research, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-60934),
which is incorporated herein
by reference.
|
(16)
|
Massachusetts Financial Services Company performs investment management services for the Registrant and certain other clients. Information regarding the business of Massachusetts Financial Services Company is set forth
in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Massachusetts Financial Services Company and is incorporated herein by reference. Information about the business of Massachusetts
Financial Services Company and the directors and principal executive officers of Massachusetts Financial Services Company is also included in the Form ADV filed by Massachusetts Financial Services Company with the SEC pursuant to the Investment
Advisers Act of 1940 (File
No. 801-17352),
which is incorporated herein by reference.
|
(17)
|
Morgan Stanley Investment Management, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Morgan Stanley Investment Management, Inc. is set
forth in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Morgan Stanley Investment Management, Inc. and is incorporated herein by reference. Information about the business of Morgan
Stanley Investment Management, Inc. and the directors and principal executive officers of Morgan Stanley Investment Management, Inc. is also included in the Form ADV filed by Morgan Stanley Investment Management, Inc. with the SEC pursuant to the
Investment Advisers Act of 1940 (File
No. 801-15757),
which is incorporated herein by reference.
|
(18)
|
Nuveen Asset Management, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Nuveen Asset Management, LLC is set forth in the Prospectuses and
Statement of Additional Information of the Registrants series that are subadvised by Nuveen Asset Management, LLC and is incorporated herein by reference. Information about the business of Nuveen Asset Management, LLC and the directors and
principal executive officers of Nuveen Asset Management, LLC is also included in the Form ADV filed by Nuveen Asset Management, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-71957),
which is incorporated herein by reference.
|
(19)
|
OppenheimerFunds, Inc. performs investment management services for the Registrant and certain other clients.
Information regarding the business of OppenheimerFunds, Inc. is set forth in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by OppenheimerFunds, Inc. and is incorporated herein by
reference. Information about the business of Oppenheimerfunds, Inc. and the directors and principal executive officers of OppenheimerFunds, Inc. is also included in the Form ADV
|
|
filed by OppenheimerFunds, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-8253),
which is incorporated herein by
reference.
|
(20)
|
Pyramis Global Advisors, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Pyramis Global Advisors, LLC is set forth in the Prospectuses and
Statement of Additional Information of the Registrants series that are subadvised by Pyramis Global Advisors, LLC and is incorporated herein by reference. Information about the business of Pyramis Global Advisors, LLC and the directors and
principal executive officers of Pyramis Global Advisors, LLC is also included in the Form ADV filed by Pyramis Global Advisors, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-63658),
which is incorporated herein by reference.
|
(21)
|
Segall Bryant & Hamill, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Segall Bryan & Hamill LLC is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Segall Bryant & Hamill LLC and is incorporated herein by reference. Information about the business of Segall Bryant &
Hamill LLC and the directors and principal executive officers of Segall Bryant & Hamill LLC is also included in the Form ADV filed by Segall Bryant & Hamill LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-47232),
which is incorporated herein by reference.
|
(22)
|
T. Rowe Price Associates, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of T. Rowe Price Associates, Inc. is set forth in the Prospectuses
and Statement of Additional Information of the Registrants series that are subadvised by T. Rowe Price Associates, Inc. and is incorporated herein by reference. Information about the business of T. Rowe Price Associates, Inc. and the directors
and principal executive officers of T. Rowe Price Associates, Inc. is also included in the Form ADV filed by T. Rowe Price Associates, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-856),
which is incorporated herein by reference.
|
(23)
|
TCW Investment Management Company performs investment management services for the Registrant and certain other clients. Information regarding the business of TCW Investment Management Company is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by TCW Investment Management Company and is incorporated herein by reference. Information about the business of TCW Investment Management
Company and the directors and principal executive officers of TCW Investment Management Company is also included in the Form ADV filed by TCW Investment Management Company with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-29075),
which is incorporated herein by reference.
|
(24)
|
Threadneedle International Limited performs investment management services for the Registrant and certain other clients. Information regarding the business of Threadneedle International Limited is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Threadneedle International Limited and is incorporated herein by reference. Information about the business of Threadneedle International
Limited and the directors and principal executive officers of Threadneedle International Limited is also included in the Form ADV filed by Threadneedle International Limited with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-63196),
which is incorporated herein by reference.
|
(25)
|
Victory Capital Management Inc. performs investment management services for the Registrant and certain other
clients. Information regarding the business of Victory Capital Management Inc. is set forth in the Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Victory Capital Management Inc. and is
incorporated herein by reference. Information about the business of Victory Capital Management Inc. and the directors and principal executive officers of Victory Capital
|
|
Management Inc. is also included in the Form ADV filed by Victory Capital Management Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File
No. 801-46878),
which is incorporated herein by reference.
|
(26)
|
Wells Capital Management Incorporated performs investment management services for the Registrant and certain other clients. Information regarding the business of Wells Capital Management Incorporated is set forth in the
Prospectuses and Statement of Additional Information of the Registrants series that are subadvised by Wells Capital Management Incorporated and is incorporated herein by reference. Information about the business of Wells Capital Management
Incorporated and the directors and principal executive officers of Wells Capital Management Incorporated is also included in the Form ADV filed by Wells Capital Management Incorporated with the SEC pursuant to the Investment Advisers Act of 1940
(File
No. 801-21122),
which is incorporated herein by reference.
|
Item 32.
|
Principal Underwriter
|
(a)
|
Columbia Management Investment Distributors, Inc. acts as principal underwriter for the following investment companies, including the Registrant:
|
Columbia Acorn Trust; Columbia Funds Series Trust; Columbia Funds Series Trust I; Columbia Funds Series Trust II; Columbia Funds Variable
Series Trust II; Columbia Funds Variable Insurance Trust and Wanger Advisors Trust.
(b)
|
As to each director, principal officer or partner of Columbia Management Investment Distributors, Inc.
|
|
|
|
|
|
Name and Principal Business
Address*
|
|
Position and Offices
with Principal Underwriter
|
|
Positions and Offices
with Registrant
|
William F. Truscott
|
|
Chief Executive Officer
|
|
Board Member, Senior Vice President
|
|
|
|
Joseph Kringdon
|
|
President and Head of Intermediary Distribution
|
|
None
|
|
|
|
Jeffrey F. Peters
|
|
Managing Director and Head of Global Institutional Distribution
|
|
None
|
|
|
|
Jeffrey J. Scherman
|
|
Chief Financial Officer
|
|
None
|
|
|
|
Scott R. Plummer
|
|
Senior Vice President, Head of Global Asset Management Legal and Assistant Secretary
|
|
None
|
|
|
|
Michael E. DeFao
|
|
Vice President, Chief Legal Officer and Assistant Secretary
|
|
Vice President and Assistant Secretary
|
|
|
|
Stephen O. Buff
|
|
Vice President, Chief Compliance Officer
|
|
None
|
|
|
|
James Bumpus
|
|
Vice President National Sales Manager
|
|
None
|
|
|
|
Joe Feloney
|
|
Vice President National Sales Manager U.S. Trust/Private Wealth Management
|
|
None
|
|
|
|
Thomas A. Jones
|
|
Vice President and Head of Strategic Relations
|
|
None
|
|
|
|
Gary Rawdon
|
|
Vice President Sales Governance and Administration
|
|
None
|
|
|
|
|
|
Leslie A. Walstrom
|
|
Vice President and U.S. Head of Marketing
|
|
None
|
|
|
|
Thomas R. Moore
|
|
Secretary
|
|
None
|
|
|
|
Paul B. Goucher
|
|
Vice President and Assistant Secretary
|
|
Senior Vice President, Chief Legal Officer and Assistant Secretary
|
|
|
|
Tara W. Tilbury
|
|
Vice President and Assistant Secretary
|
|
Assistant Secretary
|
|
|
|
Nancy W. LeDonne
|
|
Vice President and Assistant Secretary
|
|
None
|
|
|
|
Ryan C. Larrenaga
|
|
Vice President and Assistant Secretary
|
|
Vice President and Secretary
|
|
|
|
Joseph L. DAlessandro
|
|
Vice President and Assistant Secretary
|
|
Assistant Secretary
|
|
|
|
Christopher O. Petersen
|
|
Vice President and Assistant Secretary
|
|
President and Principal Executive Officer
|
|
|
|
Shweta J. Jhanji
|
|
Treasurer
|
|
None
|
|
|
|
Michael Tempesta
|
|
Anti-Money Laundering Officer and Identity Theft Prevention Officer
|
|
None
|
|
|
|
Kevin Wasp
|
|
Ombudsman
|
|
None
|
|
|
|
Kristin Weisser
|
|
Conflicts Officer
|
|
None
|
*
|
The principal business address of Columbia Management Investment Distributors, Inc. is 225 Franklin Street, Boston, MA 02110.
|
(c) Not Applicable.
Item 33. Location
of Accounts and Records
Persons maintaining physical possession of accounts, books and other documents required to be maintained by Section 31(a) of
the Investment Company Act of 1940 and the Rules thereunder include:
|
|
|
Registrant, 225 Franklin Street, Boston, MA 02110;
|
|
|
|
Registrants investment adviser and administrator, Columbia Management Investment Advisers, LLC, 225 Franklin Street, Boston, MA 02110;
|
|
|
|
Registrants subadviser, American Century Investment Management, Inc., 4500 Main Street, Kansas City, MO 64111;
|
|
|
|
Registrants subadviser, BlackRock Financial Management, Inc., 55 East 52
nd
Street, New York, NY 10055;
|
|
|
|
Registrants subadviser, BMO Asset Management, Corp., 115 South LaSalle Street, 11th Floor, Chicago, IL, 60603;
|
|
|
|
Registrants subadviser, CenterSquare Investment Management, Inc., 630 W Germantown Pike, Suite 300, Plymouth Meeting, PA 19462;
|
|
|
|
Registrants subadviser, Columbia Wanger Asset Management, LLC, 227 West Monroe Street, Chicago, IL 60606;
|
|
|
|
Registrants subadviser, Denver Investment Advisors LLC, 1225 17
th
Street, 26
th
Floor, Denver, CO 80202;
|
|
|
|
Registrants subadviser, Dimensional Fund Advisors, L.P., 6300 Bee Cave Road, Building One, Austin, TX 78746;
|
|
|
|
Registrants subadviser, Eaton Vance Management, Two International Place Boston, MA 02110;
|
|
|
|
Registrants subadviser, J.P. Morgan Investment Management Inc., 270 Park Avenue, New York, NY 10017;
|
|
|
|
Registrants subadviser, Jacobs Levy Equity Management, Inc., 100 Campus Drive, 2
nd
Floor West, Florham Park, NJ 07932;
|
|
|
|
Registrants subadviser, Jennison Associates LLC, 466 Lexington Avenue, New York, NY 10017;
|
|
|
|
Registrants subadviser, Kennedy Capital Management, Inc., 10829 Olive Boulevard, Saint Louis, MO 63141;
|
|
|
|
Registrants subadviser, Loomis, Sayles & Company, L.P., One Financial Center, Boston, MA 02111;
|
|
|
|
Registrants subadviser, Los Angeles Capital Management and Equity Research, Inc., 1150 Santa Monica Blvd., Suite 200, Los Angeles, CA 90025;
|
|
|
|
Registrants subadviser, Massachusetts Financial Services Company, 111 Huntington Ave., Boston, MA 02199;
|
|
|
|
Registrants subadviser, Morgan Stanley Investment Management, Inc., 522 Fifth Avenue, New York, NY 10036;
|
|
|
|
Registrants subadviser, Nuveen Asset Management, LLC, 333 West Wacker Drive, Chicago, IL 60606;
|
|
|
|
Registrants subadviser, OppenheimerFunds, Inc. 225 Liberty Street, 11
th
Floor, New York, NY 10281;
|
|
|
|
Registrants subadviser, Pyramis Global Advisors, LLC, 900 Salem Street, Smithfield, RI 02917;
|
|
|
|
Registrants subadviser, Segall Bryan & Hamill LLC, 10 S Wacker Drive, Suite 3500, Chicago, IL 60606;
|
|
|
|
Registrants subadviser, T. Rowe Price Associates, Inc., 100 East Pratt Street, Baltimore, MD 21202;
|
|
|
|
Registrants subadviser, TCW Investment Management Company, 865 South Figueroa Street, Suite 1800, Los Angeles, CA 90017;
|
|
|
|
Registrants subadviser Threadneedle International Limited, Cannon Place, 78 Cannon Street, London EC4N 6AG, UK;
|
|
|
|
Registrants subadviser, Victory Capital Management Inc., 4900 Tiedeman Road, 4
th
Floor, Brooklyn, OH 44144;
|
|
|
|
Registrants subadviser, Wells Capital Management Incorporated, 525 Market Street, San Francisco, CA 94105;
|
|
|
|
Former subadviser, Barrow, Hanley, Mewhinney & Strauss, LLC, 2200 Ross Avenue, 31
st
Floor, Dallas, TX 75201;
|
|
|
|
Former subadviser, Davis Selected Advisers, L.P., 2949 East Elvira Road, Suite 101, Tucson, AZ 85706;
|
|
|
|
Former subadviser, Donald Smith & Co., Inc., 152 West 57
th
Street, 22
nd
Floor, New York, NY 10019;
|
|
|
|
Former subadviser, Goldman Sachs Asset Management, L.P., 200 West Street, New York, NY 10282;
|
|
|
|
Former subadviser, Holland Capital Management LLC, 303 W. Madison Ave., Suite 700, Chicago, IL 60606;
|
|
|
|
Former subadviser, Invesco Advisers, Inc., 1555 Peachtree Street, N.E., Atlanta, GA 30309;
|
|
|
|
Former subadviser, The London Company of Virginia, 1801 Bayberry Court, Suite 301, Richmond, VA 23226;
|
|
|
|
Former subadviser, Marsico Capital Management, LLC, 1200 17
th
Street, Suite 1600, Denver, CO 80202;
|
|
|
|
Former subadviser, Mondrian Investment Partners Limited, 10 Gresham Street, 5th Floor, London, UK EC2V7JD;
|
|
|
|
Former subadviser, NFJ Investment Group LLC, 2100 Ross Avenue, Suite 700, Dallas, TX 75201;
|
|
|
|
Former subadviser, Pacific Investment Management Company LLC, 840 Newport Center Drive, Newport Beach, CA 92660;
|
|
|
|
Former subadviser, Palisade Capital Management, L.L.C., One Bridge Plaza North, Suite 695, Fort Lee, NJ 07024;
|
|
|
|
Former subadviser, River Road Asset Management, LLC, 462 South Fourth Street, Suite 1600, Louisville, KY 40202;
|
|
|
|
Former subadviser, Sit Investment Associates, Inc., 3300 IDS Center, 80 South Eighth Street, Minneapolis, MN 55402;
|
|
|
|
Former subadviser, Snow Capital Management L.P., 2000 Georgetowne Drive, Suite 200, Sewickley, PA 15143;
|
|
|
|
Former subadviser, Turner Investments, L.P., 1205 Westlakes Drive, Suite 100, Berwyn, PA 19312;
|
|
|
|
Former subadviser, Winslow Capital Management, LLC, 4720 IDS Tower, 80 South Eighth Street, Minneapolis, MN 55402;
|
|
|
|
Registrants principal underwriter, Columbia Management Investment Distributors, Inc., 225 Franklin Street, Boston, MA 02110;
|
|
|
|
Registrants transfer agent, Columbia Management Investment Services Corp., 225 Franklin Street, Boston, MA 02110; and
|
|
|
|
Registrants custodian, JPMorgan Chase Bank, N.A., 1 Chase Manhattan Plaza, New York, NY 10005.
|
In
addition, Iron Mountain Records Management is an
off-site
storage facility housing historical records that are no longer required to be maintained
on-site.
Records
stored at this facility include various trading and accounting records, as well as other miscellaneous records. The address for Iron Mountain Records Management is 920 & 950 Apollo Road, Eagan, MN 55121.
Item 34. Management Services
Not Applicable.
Item 35. Undertakings
Not Applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, COLUMBIA FUNDS VARIABLE SERIES TRUST II,
certifies that it meets all of the requirements for effectiveness of this Amendment to its Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its
behalf by the undersigned, duly authorized, in the City of Minneapolis, and The State of Minnesota on the 27
th
day of April, 2017.
|
|
|
COLUMBIA FUNDS VARIABLE SERIES TRUST II
|
|
|
By:
|
|
/s/ Christopher O. Petersen
|
|
|
Christopher O. Petersen
|
|
|
President
|
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed
below by the following persons in the capacities indicated on the 27
th
day of April, 2017.
|
|
|
|
|
|
|
Signature
|
|
Capacity
|
|
Signature
|
|
Capacity
|
|
|
|
|
/s/ Christopher O. Petersen
Christopher O. Petersen
|
|
President
(Principal Executive
Officer)
|
|
/s/ Patricia M. Flynn*
Patricia M. Flynn
|
|
Trustee
|
|
|
|
|
/s/ Michael G. Clarke*
Michael G. Clarke
|
|
Chief Financial Officer
(Principal Financial
Officer)
Chief Accounting Officer
(Principal Accounting
Officer)
|
|
/s/ Catherine James Paglia*
Catherine James Paglia
|
|
Trustee
|
|
|
|
|
/s/ William A. Hawkins*
William A. Hawkins
|
|
Chair of the Board
|
|
/s/ Anthony M. Santomero*
Anthony M. Santomero
|
|
Trustee
|
|
|
|
|
/s/ George S. Batejan*
George S. Batejan
|
|
Trustee
|
|
/s/ Minor M. Shaw*
Minor M. Shaw
|
|
Trustee
|
|
|
|
|
/s/ Kathleen A. Blatz*
Kathleen A. Blatz
|
|
Trustee
|
|
/s/ John G. Taft*
John G. Taft
|
|
Trustee
|
|
|
|
|
/s/ Edward J. Boudreau, Jr.*
Edward J. Boudreau, Jr.
|
|
Trustee
|
|
/s/ Alison Taunton-Rigby*
Alison Taunton-Rigby
|
|
Trustee
|
|
|
|
|
/s/ Pamela G. Carlton*
Pamela G. Carlton
|
|
Trustee
|
|
/s/ William F. Truscott*
William F. Truscott
|
|
Trustee
|
|
|
|
|
/s/ William P. Carmichael*
William P. Carmichael
|
|
Trustee
|
|
|
|
|
|
|
|
|
|
*
|
|
By:
|
|
/s/ Joseph DAlessandro
|
|
|
Name:
|
|
Joseph DAlessandro**
|
|
|
|
|
Attorney-in-fact
|
**
|
Executed by Joseph DAlessandro on behalf of Michael G. Clarke pursuant to a Power of Attorney, dated May 23, 2016 and incorporated by reference to Post-Effective Amendment No. 52 to Registration
Statement
No. 333-146374
of the Registrant on Form
N-1A
(Exhibit (q)(3)), filed with the Commission on June 1, 2016, and on behalf of each of the Trustees
pursuant to a Trustees Power of Attorney, dated February 2, 2017 and incorporated by reference to Post-Effective Amendment No. 54 to Registration Statement
No. 333-146374
of the Registrant on
Form
N-1A
(Exhibit (q)(1)), filed with the Commission on February 17, 2017.
|
SIGNATURES
CVPCSF Offshore Fund, Ltd. has duly caused this Amendment to the Registration Statement for Columbia Variable Portfolio Commodity Strategy Fund, with
respect only to information that specifically relates to CVPCSF Offshore Fund, Ltd., to be signed on its behalf by the undersigned, duly authorized, in the City of Minneapolis, and The State of Minnesota on the 27
th
day of April, 2017.
|
|
|
CVPCSF Offshore Fund, Ltd.
|
|
|
By
|
|
: /s/ Christopher O. Petersen
|
|
|
Christopher O. Petersen
|
|
|
Director
|
This Amendment to the Registration Statement for Columbia Variable Portfolio Commodity Strategy Fund, with
respect only to information that specifically relates to CVPCSF Offshore Fund, Ltd., has been signed below by the following persons in the capacities indicated on the 27
th
day of April, 2017.
|
|
|
|
|
Signature
|
|
|
|
Capacity
|
|
|
|
/s/ Amy K. Johnson*
Amy K. Johnson
|
|
|
|
Director, CVPCSF Offshore Fund, Ltd.
|
|
|
|
/s/ Anthony P. Haugen*
Anthony P. Haugen
|
|
|
|
Director, CVPCSF Offshore Fund, Ltd.
|
|
|
|
/s/ Christopher O. Petersen
Christopher O. Petersen
|
|
|
|
Director, CVPCSF Offshore Fund, Ltd.
|
|
|
|
|
|
*
|
|
By:
|
|
/s/ Joseph DAlessandro
|
|
|
Name:
|
|
Joseph DAlessandro**
|
|
|
|
|
Attorney-in-fact
|
**
|
Executed by Joseph DAlessandro on behalf of Amy K. Johnson and Anthony P. Haugen pursuant to Powers of Attorney, dated May 11, 2016, filed herewith as Exhibits (q)(4) and (q)(5) respectively, to
Post-Effective Amendment No. 55 to Registration Statement
No. 333-146374
of the Registrant on Form
N-1A.
|
Exhibit Index
|
|
|
|
|
(a)(18)
|
|
Amendment No. 18 to the Agreement and Declaration of Trust effective April 21, 2017.
|
|
|
(d)(2)
|
|
Schedule A and Schedule B, effective May 1, 2017, to the Management Agreement between Columbia Management Investment Advisers, LLC, the Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II, effective April 25,
2016.
|
|
|
(d)(6)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and BMO Asset Management Corp.
|
|
|
(d)(15)
|
|
Form of Amendment No. 2 to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and J.P. Morgan Investment Management Inc.
|
|
|
(d)(16)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Jacobs Levy Equity Management, Inc.
|
|
|
(d)(21)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Los Angeles Capital Management and Equity Research, Inc.
|
|
|
(d)(26)
|
|
Subadvisory Agreement, dated February 15, 2017, between Columbia Management Investment Advisers, LLC and Nuveen Asset Management, LLC.
|
|
|
(d)(36)
|
|
Form of Amendment No. 2 to the Subadvisory Agreement, dated April 8, 2010, between Columbia Management Investment Advisers, LLC (formerly RiverSource Investments, LLC) and Wells Capital Management Incorporated.
|
|
|
(e)(2)
|
|
Schedule I, dated May 1, 2017, and Schedule II, dated September 7, 2010, to the Distribution Agreement, amended and restated as of March 1, 2016, between Registrant and Columbia Management Investment Distributors, Inc.
|
|
|
(h)(1)
|
|
Amended and Restated Transfer and Dividend Disbursing Agent Agreement by and between the Registrant and Columbia Management Investment Services Corp., dated March 1, 2016.
|
|
|
(h)(2)
|
|
Schedule A, effective May 1, 2017 and Schedule B, effective October 1, 2015, to the Amended and Restated Transfer and Dividend Disbursing Agent Agreement by and between the Registrant and Columbia Management Investment Services
Corp., dated March 1, 2016.
|
|
|
(h)(4)
|
|
Schedule A, as of May 1, 2017, to the Amended and Restated Fee Waiver and Expense Cap Agreement, effective July 1, 2016, by and among Columbia Management Investment Advisers, LLC, Columbia Management Investment Distributors, Inc.,
Columbia Management Investment Services Corp., the Registrant, Columbia Funds Series Trust and Columbia Funds Series Trust II.
|
|
|
(j)
|
|
Consents of Independent Registered Public Accounting Firm.
|
|
|
(m)(2)
|
|
Schedule A, effective May 1, 2017, to the Plan of Distribution and Agreement of Distribution, effective May 1, 2009, amended and restated March 7, 2011, between Registrant and Columbia Management Investment Distributors,
Inc.
|
|
|
(n)
|
|
Rule 18f 3(d), amended and restated effective May 1, 2017.
|
|
|
(p)(3)
|
|
American Century Investment Management, Inc. Code of Ethics, dated December 19, 2016.
|
|
|
(p)(4)
|
|
BlackRock Financial Management, Inc. Code of Ethics, dated January 11, 2017.
|
|
|
|
|
|
(p)(6)
|
|
CenterSquare Investment Management, Inc. Code of Ethics, dated December 2016.
|
|
|
(p)(9)
|
|
Dimensional Fund Advisors, L.P. Code of Ethics, effective January 1, 2017.
|
|
|
(p)(10)
|
|
Eaton Vance Management Code of Ethics, effective September 1, 2000, as revised December 14, 2016.
|
|
|
(p)(11)
|
|
J.P. Morgan Investment Management Inc. Code of Ethics, effective February 1, 2005, last revised July 8, 2016.
|
|
|
(p)(12)
|
|
Jacobs Levy Equity Management, Inc. Code of Ethics, dated January 1, 2016.
|
|
|
(p)(13)
|
|
Jennison Associates, LLC Code of Ethics, as amended September 30, 2016.
|
|
|
(p)(17)
|
|
Massachusetts Financial Services Company Code of Ethics, effective date October 31, 2016.
|
|
|
(p)(18)
|
|
Morgan Stanley Investment Management Inc. Code of Ethics, effective March 22, 2016.
|
|
|
(p)(19)
|
|
Nuveen Asset Management, LLC Code of Ethics, dated September 2016.
|
|
|
(p)(20)
|
|
OppenheimerFunds Inc. Code of Ethics, dated May 26, 2016.
|
|
|
(p)(21)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics, dated 2017.
|
|
|
(p)(21)(i)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics for Personal Investing European Region, dated February 21, 2017.
|
|
|
(p)(21)(ii)
|
|
FIAM LLC (Pyramis Global Advisors, LLC) Code of Ethics for Personal Investing Asia Pacific Region, dated February 21, 2017.
|
|
|
(p)(25)
|
|
Victory Capital Management Inc. Code of Ethics, effective July 30, 2016.
|
|
|
(q)(4)
|
|
Power of Attorney for Amy K. Johnson, dated May 11, 2016.
|
|
|
(q)(5)
|
|
Power of Attorney for Anthony P. Haugen, dated May 11, 2016.
|
COLUMBIA FUNDS VARIABLE SERIES TRUST II
AMENDMENT NO. 18 TO THE
AGREEMENT
AND DECLARATION OF TRUST
WHEREAS, Section 5 of Article III of the Agreement and Declaration of Trust (the Declaration of
Trust) of Columbia Funds Variable Series Trust II (the Trust), dated September 11, 2007, as amended from time to time, a copy of which is on file in the Office of the Secretary of The Commonwealth of Massachusetts, authorizes
the Trustees of the Trust to amend the Declaration of Trust to change the designation of any Series or class of Shares without authorization by vote of the Shareholders of the Trust.
NOW, THEREFORE, The undersigned, being at least a majority of the Trustees of Columbia Funds Variable Series Trust II, do hereby certify that
we have authorized the renaming of Variable Portfolio Nuveen Winslow Large Cap Growth Fund to Variable Portfolio Los Angeles Capital Large Cap Growth Fund and Variable Portfolio - J.P. Morgan Core Bond Fund to Variable Portfolio
Partners Core Bond Fund and have authorized the following amendment to said Declaration of Trust:
Section 6 of Article III is hereby
amended to read as follows:
Section 6. Establishment and Designation of Series and Classes. Without limiting the authority of the
Trustees as set forth in Section 5, inter alia, to establish and designate any further Series or classes or to modify the rights and preferences of any Series or class, the following Series shall be, and are hereby, established and designated;
Columbia Variable Portfolio - Balanced Fund
Columbia Variable Portfolio - Commodity Strategy Fund
Columbia Variable Portfolio - Core Equity Fund
Columbia Variable Portfolio - Disciplined Core Fund
Columbia Variable Portfolio - Dividend Opportunity Fund
Columbia Variable Portfolio - Emerging Markets Bond Fund
Columbia Variable Portfolio - Emerging Markets Fund
Columbia Variable Portfolio - Global Bond Fund
Columbia Variable Portfolio Government Money Market Fund
Columbia Variable Portfolio - High Yield Bond Fund
Columbia Variable Portfolio - Income Opportunities Fund
Columbia Variable Portfolio - Intermediate Bond Fund
Columbia Variable Portfolio - Large Cap Growth Fund
Columbia Variable Portfolio - Large Cap Index Fund
Columbia Variable Portfolio - Limited Duration Credit Fund
Columbia Variable Portfolio - Managed Volatility Moderate Growth Fund
Columbia Variable Portfolio - Mid Cap Growth Fund
Columbia Variable Portfolio - Mid Cap Value Fund
Columbia Variable Portfolio Select International Equity Fund
Columbia Variable Portfolio - Select Large - Cap Value Fund
Columbia Variable Portfolio - Select Smaller - Cap Value Fund
Columbia Variable Portfolio - Seligman Global Technology Fund
Columbia Variable Portfolio - U.S. Equities Fund
Columbia Variable Portfolio - U.S. Government Mortgage Fund
Variable Portfolio - Aggressive Portfolio
Variable Portfolio - American Century Diversified Bond Fund
Variable Portfolio - BlackRock Global Inflation-Protected Securities Fund
Variable Portfolio - CenterSquare Real Estate Fund
Variable Portfolio - Columbia Wanger International Equities Fund
Variable Portfolio - Conservative Portfolio
Variable Portfolio - DFA International Value Fund
Variable Portfolio - Eaton Vance Floating-Rate Income Fund
Variable Portfolio - J.P. Morgan Core Bond Fund
Variable Portfolio - Jennison Mid Cap Growth Fund
Variable Portfolio Loomis Sayles Growth Fund
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
Variable Portfolio - MFS
®
Blended
Research
®
Core Equity Fund
Variable Portfolio - MFS
®
Value Fund
Variable Portfolio - Moderate Portfolio
Variable Portfolio - Moderately Aggressive Portfolio
Variable Portfolio - Moderately Conservative Portfolio
Variable Portfolio - Morgan Stanley Advantage Fund
Variable Portfolio Oppenheimer International Growth Fund
Variable Portfolio Partners Core Bond Fund
Variable Portfolio - Partners Small Cap Growth Fund
Variable Portfolio - Partners Small Cap Value Fund
Variable Portfolio - Pyramis
®
International Equity Fund
Variable Portfolio T. Rowe Price Large Cap Value Fund
Variable Portfolio TCW Core Plus Bond Fund
Variable Portfolio Victory Sycamore Established Value Fund
Variable Portfolio - Wells Fargo Short Duration Government Fund
Shares of each Series established in this Section 6 shall have the following rights and preferences relative to Shares of each other Series, and Shares
of each class of a Multi-Class Series shall have such rights and preferences relative to other classes of the same Series as are set forth in the Declaration of Trust, together with such other rights and preferences relative to such other classes as
are set forth in the Trusts Rule 18f-3 Plan, registration statement as from time to time amended, and any applicable resolutions of the Trustees establishing and designating such class of Shares.
The rest of this Section 6 remains unchanged.
The foregoing amendment is effective as of April 21, 2017.
[The remainder of this page intentionally left blank.]
IN WITNESS WHEREOF, the undersigned has signed this Amendment No. 18 to the Agreement and Declaration of
Trust on April 21, 2017.
|
|
|
|
|
/s/ George S. Batejan
George S. Batejan
|
|
|
|
/s/ William A. Hawkins
William A. Hawkins
|
|
|
|
/s/ Kathleen A. Blatz
Kathleen A. Blatz
|
|
|
|
/s/ Catherine James Paglia
Catherine James Paglia
|
|
|
|
/s/ Edward J. Boudreau, Jr.
Edward J. Boudreau, Jr.
|
|
|
|
/s/ Anthony M. Santomero
Anthony M. Santomero
|
|
|
|
/s/ Pamela G. Carlton
Pamela G. Carlton
|
|
|
|
/s/ Minor M. Shaw
Minor M. Shaw
|
|
|
|
/s/ William P. Carmichael
William P. Carmichael
|
|
|
|
/s/ John G. Taft
John G. Taft
|
|
|
|
/s/ Patricia M. Flynn
Patricia M. Flynn
|
|
|
|
/s/ Alison Taunton-Rigby
Alison Taunton-Rigby
|
|
|
|
|
|
|
|
/s/ William F. Truscott
William F. Truscott
|
|
|
|
Registered Agent:
|
|
Corporation Service Company
|
|
|
84 State Street
|
|
|
Boston, MA 02109
|
Schedules A and B Management Agreement CFST, CFST II and CFVST II
SCHEDULE A
As of
May 1, 2017
Columbia Funds Series Trust
|
|
|
Series
|
|
Effective Date
|
Columbia
AMT-Free
California Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia
AMT-Free
Georgia Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia
AMT-Free
Maryland Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia
AMT-Free
North Carolina Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia
AMT-Free
South Carolina Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia
AMT-Free
Virginia Intermediate Muni Bond Fund
|
|
September 1, 2015
|
Columbia Capital Allocation Moderate Aggressive Portfolio
|
|
June 1, 2016
|
Columbia Capital Allocation Moderate Conservative Portfolio
|
|
June 1, 2016
|
Columbia Convertible Securities Fund
|
|
July 1, 2015
|
Columbia Global Strategic Equity Fund
|
|
June 1, 2016
|
Columbia Large Cap Enhanced Core Fund
|
|
July 1, 2015
|
Columbia Large Cap Growth Fund III
|
|
July 1, 2015
|
Columbia Large Cap Index Fund
|
|
July 1, 2015
|
Columbia Mid Cap Index Fund
|
|
July 1, 2015
|
Columbia Mid Cap Value Fund
|
|
July 1, 2015
|
Columbia Overseas Value Fund
|
|
July 1, 2015
|
Columbia Select International Equity Fund
|
|
July 1, 2015
|
Columbia Select Large Cap Equity Fund
|
|
July 1, 2015
|
Columbia Select Global Growth Fund
|
|
July 1, 2015
|
Columbia Short Term Bond Fund
|
|
August 1, 2015
|
Columbia Short Term Municipal Bond Fund
|
|
September 1, 2015
|
Columbia Small Cap Index Fund
|
|
July 1, 2015
|
Columbia Small Cap Value Fund II
|
|
July 1, 2015
|
|
|
Columbia Funds Series Trust II
|
|
|
|
|
Series
|
|
Effective Date
|
Columbia Absolute Return Currency and Income Fund
|
|
March 1, 2016
|
Columbia Asia Pacific
ex-Japan
Fund
|
|
March 1, 2016
|
Columbia Capital Allocation Aggressive Portfolio
|
|
June 1, 2016
|
Columbia Capital Allocation Conservative Portfolio
|
|
June 1, 2016
|
Columbia Capital Allocation Moderate Portfolio
|
|
June 1, 2016
|
Columbia Income Builder Fund
|
|
June 1, 2016
|
Columbia Commodity Strategy Fund
|
|
October 1, 2015
|
Columbia Disciplined Core Fund
|
|
December 1, 2015
|
Columbia Disciplined Growth Fund
|
|
December 1, 2015
|
Columbia Disciplined Value Fund
|
|
December 1, 2015
|
Columbia Diversified Equity Income Fund
|
|
October 1, 2015
|
Columbia Dividend Opportunity Fund
|
|
October 1, 2015
|
Columbia Emerging Markets Bond Fund
|
|
March 1, 2016
|
Columbia European Equity Fund
|
|
March 1, 2016
|
Columbia Flexible Capital Income Fund
|
|
October 1, 2015
|
Columbia Floating Rate Fund
|
|
December 1, 2015
|
Columbia Global Equity Value Fund
|
|
July 1, 2015
|
Columbia Global Bond Fund
|
|
March 1, 2016
|
Columbia Global Infrastructure Fund
|
|
September 1, 2015
|
A-1
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
Columbia Global Opportunities Fund
|
|
December 1, 2015
|
Columbia Government Money Market Fund
|
|
December 1, 2015
|
Columbia High Yield Bond Fund
|
|
October 1, 2015
|
Columbia Income Opportunities Fund
|
|
December 1, 2015
|
Columbia Inflation Protected Securities Fund
|
|
December 1, 2015
|
Columbia Limited Duration Credit Fund
|
|
December 1, 2015
|
Columbia Minnesota
Tax-Exempt
Fund
|
|
December 1, 2015
|
Columbia Mortgage Opportunities Fund
|
|
October 1, 2015
|
Columbia Strategic Municipal Income Fund
|
|
December 1, 2016
|
Columbia Select Global Equity Fund
|
|
March 1, 2016
|
Columbia Select
Large-Cap
Value Fund
|
|
October 1, 2015
|
Columbia Select
Smaller-Cap
Value Fund
|
|
October 1, 2015
|
Columbia Seligman Communications and Information Fund
|
|
October 1, 2015
|
Columbia Seligman Global Technology Fund
|
|
March 1, 2016
|
Columbia Short-Term Cash Fund
|
|
December 1, 2015
|
Columbia Small/Mid Cap Value Fund
|
|
October 1, 2015
|
Columbia U.S. Government Mortgage Fund
|
|
October 1, 2015
|
Multi-Manager Strategies Value Fund
|
|
October 1, 2015
|
|
|
Columbia Funds Variable Series Trust II
|
|
|
|
|
Series
|
|
Effective Date
|
Columbia Variable Portfolio Balanced Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Commodity Strategy Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Core Equity Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Disciplined Core Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Dividend Opportunity Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Emerging Markets Bond Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Emerging Markets Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Global Bond Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Government Money Market Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio High Yield Bond Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Income Opportunities Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Intermediate Bond Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Large Cap Growth Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Large Cap Index Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Limited Duration Credit Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Managed Volatility Moderate Growth Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Mid Cap Growth Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Mid Cap Value Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Select International Equity Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Select
Large-Cap
Value Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Select
Smaller-Cap
Value Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio Seligman Global Technology Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio U.S. Equities Fund
|
|
May 1, 2016
|
Columbia Variable Portfolio U.S. Government Mortgage Fund
|
|
May 1, 2016
|
Variable Portfolio Aggressive Portfolio
|
|
May 1, 2016
|
Variable Portfolio American Century Diversified Bond Fund
|
|
May 1, 2016
|
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
|
|
May 1, 2016
|
Variable Portfolio CenterSquare Real Estate Fund
|
|
May 1, 2016
|
Variable Portfolio Columbia Wanger International Equities Fund
|
|
May 1, 2016
|
Variable Portfolio Conservative Portfolio
|
|
May 1, 2016
|
A-2
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
Variable Portfolio DFA International Value Fund
|
|
May 1, 2016
|
Variable Portfolio Eaton Vance Floating-Rate Income Fund
|
|
May 1, 2016
|
Variable Portfolio Jennison Mid Cap Growth Fund
|
|
May 1, 2016
|
Variable Portfolio Loomis Sayles Growth Fund
|
|
May 1, 2016
|
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
|
|
May 1, 2016
|
Variable Portfolio MFS
®
Blended Research
®
Core Equity Fund
|
|
May 1, 2016
|
Variable Portfolio MFS
®
Value Fund
|
|
May 1, 2016
|
Variable Portfolio Moderate Portfolio
|
|
May 1, 2016
|
Variable Portfolio Moderately Aggressive Portfolio
|
|
May 1, 2016
|
Variable Portfolio Moderately Conservative Portfolio
|
|
May 1, 2016
|
Variable Portfolio Morgan Stanley Advantage Fund
|
|
May 1, 2016
|
Variable Portfolio Oppenheimer International Growth Fund
|
|
May 1, 2016
|
Variable Portfolio Partners Core Bond Fund
|
|
May 1, 2016
|
Variable Portfolio Partners Small Cap Growth Fund
|
|
May 1, 2016
|
Variable Portfolio Partners Small Cap Value Fund
|
|
May 1, 2016
|
Variable Portfolio Pyramis International Equity Fund
|
|
May 1, 2016
|
Variable Portfolio TCW Core Plus Fund
|
|
May 1, 2016
|
Variable Portfolio T. Rowe Price Large Cap Value Fund
|
|
May 1, 2016
|
Variable Portfolio Victory Sycamore Established Value Fund
|
|
May 1, 2016
|
Variable Portfolio Wells Fargo Short Duration Government Fund
|
|
May 1, 2016
|
A-3
Schedules A and B Management Agreement CFST, CFST II and CFVST II
SCHEDULE B
Fee Schedule
As of May 1, 2017
For the
following funds, the asset charge for each calendar day of each year shall be equal to the total of 1/365
th
(1/366
th
in each leap year) of the
amount computed in accordance with the fee schedule in the table below:
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Dividend Opportunity Fund
Columbia Diversified Equity Income Fund
Multi-Manager Strategies Value Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.720%
0.670%
0.620%
0.570%
0.550%
0.530%
0.520%
|
Columbia Global Equity Value Fund
|
|
July 1, 2015
|
|
|
|
|
Columbia Variable Portfolio (VP) Balanced Fund
Columbia Variable Portfolio Dividend Opportunity Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Absolute Return Currency and Income Fund
|
|
March 1, 2016
|
|
$0 - $500
> $500 - $1,000
> $1,000 - $2,000
> $2,000 - $3,000
>
$3,000 - $6,000
> $6,000 - $7,500
> $7,500 - $9,000
> $9,000 - $10,000
> $10,000 - $12,000
> $12,000 - $15,000
> $15,000 - $20,000
> $20,000 - $24,000
> $24,000 - $50,000
> $50,000
|
|
0.970%
0.965%
0.935%
0.910%
0.875%
0.850%
0.835%
0.830%
0.820%
0.810%
0.800%
0.790%
0.770%
0.750%
|
Columbia
AMT-Free
California Intermediate Muni Bond Fund
Columbia
AMT-Free
Georgia Intermediate Muni Bond Fund
Columbia
AMT-Free
Maryland Intermediate Muni Bond Fund
Columbia
AMT-Free
North Carolina Intermediate Muni Bond Fund
Columbia
AMT-Free
South Carolina Intermediate Muni Bond Fund
Columbia
AMT-Free
Virginia Intermediate Muni Bond Fund
|
|
September 1, 2015
|
|
$0 - $250
>$250 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.470%
0.465%
0.415%
0.380%
0.350%
0.330%
0.320%
0.310%
|
Columbia Asia Pacific
ex-Japan
Fund
|
|
March 1, 2016
|
|
$0 - $250
>$250 - $500
>$500 - $750
>$750 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.880%
0.855%
0.825%
0.800%
0.770%
0.720%
0.700%
0.680%
0.670%
0.660%
0.650%
0.620%
|
B-1
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Capital Allocation Aggressive Portfolio
Columbia Capital Allocation Conservative Portfolio
Columbia Capital Allocation Moderate Portfolio
Columbia Capital Allocation Moderate Aggressive Portfolio
Columbia Capital Allocation Moderate Conservative Portfolio
Columbia Global Strategic Equity Fund
|
|
June 1, 2016
|
|
Category 1
Assets invested in securities other than third-party advised mutual funds, and in the Investment Managers proprietary funds that do not
pay a management fee (or advisory fee, as applicable) (including exchange-traded funds), derivatives and individual securities
|
|
0.57%
|
|
|
|
|
Category 2
Assets invested in
non-exchange-traded
third-party advised mutual funds
|
|
0.12%
|
|
|
|
|
Category 3
Assets invested in funds advised by the Investment Manager (excluding any underlying funds that do not pay a management fee (or advisory fee, as
applicable) to the Investment Manager)
|
|
0.02%
|
Columbia Commodity Strategy Fund*
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.630%
0.580%
0.550%
0.520%
0.500%
0.490%
|
Columbia VP Commodity Strategy Fund*
|
|
May 1, 2016
|
|
|
|
|
Columbia Convertible Securities Fund
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500
|
|
0.820%
0.770%
0.720%
0.670%
|
Columbia VP Core Equity Fund
|
|
May 1, 2016
|
|
All
|
|
0.40%
|
Columbia Disciplined Core Fund
Columbia Disciplined Growth Fund
Columbia Disciplined Value Fund
|
|
December 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.750%
0.700%
0.650%
0.600%
0.580%
0.560%
0.550%
|
B-2
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Emerging Markets Bond Fund
|
|
March 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.600%
0.590%
0.575%
0.555%
0.530%
0.505%
0.490%
0.481%
0.469%
0.459%
0.449%
0.433%
0.414%
0.393%
|
Columbia VP Emerging Markets Bond Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia European Equity Fund
|
|
March 1, 2016
|
|
$0 - $250
>$250 - $500
>$500 - $750
>$750 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.880%
0.855%
0.825%
0.800%
0.770%
0.720%
0.700%
0.680%
0.670%
0.660%
0.650%
0.620%
|
Columbia VP Select International Equity Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Flexible Capital Income Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $6,000
>$6,000
|
|
0.650%
0.630%
0.610%
0.570%
0.540%
|
Columbia Floating Rate Fund
Columbia Income Opportunities Fund
|
|
December 1, 2015
|
|
$0 - $250
>$250 - $500
>$500 - $750
>$750 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.660%
0.645%
0.635%
0.625%
0.610%
0.600%
0.565%
0.540%
0.525%
0.500%
0.485%
0.475%
0.465%
0.440%
0.425%
0.400%
|
Columbia High Yield Bond Fund
|
|
October 1, 2015
|
|
|
|
|
Columbia VP High Yield Bond Fund
Columbia VP Income Opportunities Fund
|
|
May 1, 2016
|
|
|
|
|
B-3
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Global Bond Fund
|
|
March 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $12,000
>$12,000 - $20,000
>$20,000 - $50,000
>$50,000
|
|
0.650%
0.645%
0.595%
0.590%
0.575%
0.570%
0.560%
0.540%
0.530%
0.520%
|
Columbia VP Global Bond Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Global Infrastructure Fund
|
|
September 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.710%
0.705%
0.650%
0.600%
0.590%
0.540%
0.530%
|
Columbia Global Opportunities Fund
|
|
December 1, 2015
|
|
Category 1
Assets invested in underlying funds (including ETFs) that pay a management fee (or advisory fee, as applicable) to the Investment
Manager
|
|
0.00%
|
|
|
|
|
|
|
|
|
Category 2
Assets invested in securities (other than underlying mutual funds (including ETFs) that pay a management fee to the Investment Manager),
including other funds advised by the Investment Manager that do not pay a management fee, derivatives and individual securities.
$0 -
$500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.720%
0.670%
0.620%
0.570%
0.550%
0.530%
0.520%
|
Columbia Income Builder Fund
|
|
June 1, 2016
|
|
All
|
|
0.02%
|
B-4
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Inflation Protected Securities Fund
|
|
December 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.510%
0.505%
0.475%
0.450%
0.415%
0.390%
0.375%
0.370%
0.360%
0.350%
0.340%
0.330%
0.310%
0.290%
|
VP - BlackRock Global Inflation-Protected Securities Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Limited Duration Credit Fund
|
|
December 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.430%
0.425%
0.415%
0.410%
0.395%
0.380%
0.365%
0.360%
0.350%
0.340%
0.330%
0.320%
0.300%
0.280%
|
VP - Wells Fargo Short Duration Government Fund
|
|
July 1, 2016
|
|
|
|
|
Columbia Large Cap Enhanced Core Fund
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.750%
0.700%
0.650%
0.600%
0.580%
0.560%
0.550%
|
Columbia Large Cap Growth Fund III
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.770%
0.720%
0.670%
0.620%
0.600%
0.580%
0.570%
|
Columbia VP Large Cap Growth Fund
VP - MFS
®
Blended Research
®
Core Equity Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Large Cap Index Fund
(1)
Columbia Mid Cap Index Fund
Columbia Small Cap Index Fund
(1)
|
|
July 1, 2015
|
|
ALL
|
|
0.20%
|
Columbia VP Large Cap Index Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Mid Cap Value Fund
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.820%
0.770%
0.720%
0.670%
0.660%
0.650%
|
Columbia Small/Mid Cap Value Fund
|
|
October 1, 2015
|
|
|
|
|
Columbia VP Mid Cap Growth Fund
Columbia VP Mid Cap Value Fund
|
|
May 1, 2016
|
|
|
|
|
B-5
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Minnesota
Tax-Exempt
Fund
|
|
December 1, 2015
|
|
$0 - $250
>$250 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $12,000
>$12,000
|
|
0.470%
0.465%
0.415%
0.380%
0.340%
0.330%
0.320%
0.310%
|
Columbia Government Money Market Fund
|
|
December 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $2,000
>$2,000 - $2,500
>$2,500 - $3,000
>$3,000 - $5,000
>$5,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000
|
|
0.390%
0.385%
0.363%
0.345%
0.328%
0.310%
0.300%
0.280%
0.260%
0.255%
0.230%
0.220%
0.210%
0.200%
0.190%
0.180%
|
Columbia VP Government Money Market Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Mortgage Opportunities Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000
|
|
0.650%
0.645%
0.630%
0.620%
0.595%
0.580%
0.565%
0.555%
0.545%
0.535%
|
Columbia Overseas Value Fund
Columbia Select Global Growth Fund
Columbia Select International Equity Fund
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.870%
0.820%
0.770%
0.720%
0.700%
0.680%
0.670%
|
VP - DFA International Value Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Select Global Equity Fund
|
|
March 1, 2016
|
|
$0 - $250
$250 - $500
$500 - $750
$750 - $1,000
$1,000 - $1,500
$1,500 - $3,000
$3,000 - $6,000
$6,000 - $12,000
$12,000 - $20,000
$20,000 - $24,000
$24,000 - $50,000
>$50,000
|
|
0.880%
0.855%
0.825%
0.800%
0.770%
0.720%
0.700%
0.680%
0.670%
0.660%
0.650%
0.620%
|
B-6
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B Effective
Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia Select Large Cap Equity Fund
|
|
July 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.770%
0.720%
0.670%
0.620%
0.600%
0.580%
0.570%
|
VP - Victory Sycamore Established Value Fund
|
|
July 1, 2016
|
|
|
|
|
Columbia Select
Large-Cap
Value Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.770%
0.715%
0.615%
0.600%
0.580%
0.570%
|
Columbia VP Disciplined Core Fund
Columbia VP Select
Large-Cap
Value Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Select
Smaller-Cap
Value Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.870%
0.820%
0.770%
0.760%
0.750%
|
Columbia Small Cap Value Fund II
|
|
July 1, 2015
|
|
|
|
|
Columbia VP Select
Smaller-Cap
Value Fund
Columbia VP U.S. Equities Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Seligman Communications and Information Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $4,000
>$4,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.915%
0.910%
0.905%
0.865%
0.815%
0.765%
0.755%
|
Columbia Seligman Global Technology Fund
|
|
March 1, 2016
|
|
|
|
|
Columbia Short Term Bond Fund
|
|
August 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.430%
0.425%
0.415%
0.410%
0.395%
0.380%
0.365%
0.360%
0.350%
0.340%
0.330%
0.320%
0.300%
0.280%
|
Columbia Short Term Municipal Bond Fund
|
|
September 1, 2015
|
|
|
|
|
Columbia VP U.S. Government Mortgage Fund
|
|
May 1, 2016
|
|
|
|
|
Columbia Short-Term Cash Fund
|
|
December 1, 2015
|
|
All
|
|
0.00%
|
Columbia Strategic Municipal Income Fund
|
|
December 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 -
$2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 -
$7,500
>$7,500 - $10,000
>$10,000 - $12,000
>$12,000 -
$15,000
>$15,000 - $24,000
|
|
0.480%
0.475%
0.445%
0.420%
0.385%
0.360%
0.350%
0.340%
0.330%
0.320%
|
|
|
|
|
>$24,000 - $50,000
>$50,000
|
|
0.300%
0.290%
|
B-7
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B
Effective Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
Columbia U.S. Government Mortgage Fund
|
|
October 1, 2015
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $12,000
>$12,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.500%
0.495%
0.480%
0.460%
0.450%
0.430%
0.415%
0.410%
0.390%
0.380%
0.360%
0.340%
|
Columbia VP Intermediate Bond Fund
|
|
May 1, 2016
|
|
|
|
|
VP - TCW Core Plus Bond Fund
|
|
July 1, 2016
|
|
|
|
|
Columbia VP Emerging Markets Fund
|
|
May 1, 2016
|
|
$0 - $250
>$250 - $500
>$500 - $750
>$750 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $7,500
>$7,500 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
1.180%
1.160%
1.135%
1.115%
1.090%
1.070%
1.060%
1.045%
1.030%
1.020%
1.010%
0.985%
0.970%
0.950%
|
Columbia VP Limited Duration Credit Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $10,000
>$10,000 - $12,000
>$12,000 - $15,000
>$15,000 - $20,000
>$20,000 - $24,000
$24,000 - $50,000
>$50,000
|
|
0.480%
0.475%
0.465%
0.460%
0.445%
0.430%
0.415%
0.410%
0.400%
0.390%
0.380%
0.370%
0.350%
0.330%
|
Columbia VP Managed Volatility Moderate Growth Fund
Variable Portfolio Aggressive Portfolio
Variable Portfolio Conservative Portfolio
Variable Portfolio Moderate Portfolio
Variable Portfolio Moderately Aggressive Portfolio
Variable Portfolio Moderately Conservative Portfolio
|
|
May 1, 2016
|
|
Category 1
Assets invested in affiliated underlying funds (including ETFs and
closed-end
funds) that pay a
management fee (or advisory fee, as applicable) to the Investment Manager
|
|
0.02%
|
B-8
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B
Effective Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
|
|
|
|
Category 2
Assets invested in securities (other than affiliated underlying funds (including ETFs and closed end funds) that pay a management fee to the
Investment Manager), including other funds advised by the Investment Manager that do not pay a management fee, third party funds, derivatives and individual securities
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000 - $6,000
>$6,000 - $12,000
>$12,000
|
|
0.720%
0.670%
0.620%
0.570%
0.550%
0.530%
0.520%
|
Columbia VP Seligman Global Technology Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $4,000
>$4,000-$12,000
>$12,000
|
|
1.030%
1.025%
1.020%
0.980%
0.970%
0.930%
0.920%
|
VP American Century Diversified Bond Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.550%
0.545%
0.510%
0.460%
0.425%
0.415%
|
VP CenterSquare Real Estate Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $3,000
>$3,000
|
|
0.750%
0.745%
0.720%
0.670%
0.660%
|
VP - Columbia Wanger International Equities Fund
|
|
May 1, 2016
|
|
$0 - $250
>$250 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
1.030%
0.980%
0.925%
0.820%
0.780%
0.770%
|
VP - Oppenheimer International Growth Fund
VP - Pyramis International Equity Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.930%
0.925%
0.870%
0.770%
0.760%
0.750%
|
VP - Eaton Vance Floating Rate Income Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.700%
0.695%
0.640%
0.590%
0.580%
0.570%
|
B-9
Schedules A and B Management Agreement CFST, CFST II and CFVST II
|
|
|
|
|
|
|
Fund
|
|
Schedule B
Effective Date
|
|
Net Assets (millions)
|
|
Annual rate at each
asset level
Asset Charge
|
VP - Jennison Mid Cap Growth Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.810%
0.805%
0.750%
0.700%
0.690%
0.680%
|
VP - Loomis Sayles Growth Fund
VP Los Angeles Capital Large Cap Growth Fund
VP MFS
®
Value Fund
VP T. Rowe Price Large Cap Value Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.710%
0.705%
0.650%
0.550%
0.540%
0.530%
|
VP Morgan Stanley Advantage Fund
|
|
May 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $1,500
>$1,500 - $2,000
>$2,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.710%
0.705%
0.650%
0.600%
0.550%
0.540%
0.530%
|
VP Partners Small Cap Growth Fund
VP Partners Small Cap Value Fund
|
|
July 1, 2016
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $3,000
>$3,000 - $12,000
>$12,000
|
|
0.870%
0.820%
0.770%
0.760%
0.750%
|
VP Partners Core Bond Fund
|
|
May 1, 2017
|
|
$0 - $500
>$500 - $1,000
>$1,000 - $2,000
>$2,000 - $3,000
>$3,000 - $6,000
>$6,000 - $7,500
>$7,500 - $9,000
>$9,000 - $12,000
>$12,000 - $20,000
>$20,000 - $24,000
>$24,000 - $50,000
>$50,000
|
|
0.500%
0.495%
0.480%
0.460%
0.445%
0.430%
0.415%
0.410%
0.390%
0.380%
0.360%
0.340%
|
*
|
When calculating asset levels for purposes of determining fee breakpoints, asset levels are based on net assets of the Fund, including assets invested in any
wholly-owned subsidiary advised by the Investment Manager (Subsidiaries). Fees payable by the Fund under this agreement shall be reduced by any management fees paid to the Investment Manager by any Subsidiaries under separate management
agreements with the Subsidiaries.
|
(1)
|
The Investment Manager has agreed to pay all operating expenses of the Fund with the exception of brokerage fees and commissions, taxes, interest, fees and expenses
of Trustees who are not officers, directors or employees of the Investment Manager or its affiliates, distribution
(12b-1)
and/or shareholder servicing fees, and any extraordinary
non-recurring
expenses that may arise, including but not limited to, litigation expenses.
|
The computation
shall be made for each calendar day on the basis of net assets as of the close of the preceding day. In the case of the suspension of the computation of net asset value, the fee for each calendar day during such suspension shall be computed as of
the close of business on the last full day on which the net assets were computed. Net assets as of the close of a full day shall include all transactions in shares of the Fund recorded on the books of the Fund for that day.
B-10
Schedules A and B Management Agreement CFST, CFST II and CFVST II
IN WITNESS THEREOF, the parties hereto have executed the foregoing Schedule A and
Schedule B as of April 25, 2017.
COLUMBIA FUNDS SERIES TRUST
COLUMBIA FUNDS SERIES TRUST II
COLUMBIA FUNDS VARIABLE SERIES TRUST II
|
|
|
By:
|
|
/s/ Christopher O. Petersen
|
|
|
Name: Christopher O. Petersen
|
|
|
Title: President
|
COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC
|
|
|
By:
|
|
/s/ Amy K. Johnson
|
|
|
Name: Amy K. Johnson
|
|
|
Title: Global Head of Operations
|
B-12
Document Number: 350355
SUBADVISORY AGREEMENT
Agreement made as of the 15
th
day of February, 2017 by and between Columbia Management
Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager), and BMO Asset Management Corp., a Delaware corporation (Subadviser).
WHEREAS, the Funds listed in Schedule A (collectively referred to as the Fund) are each a series of an investment company
registered under the Investment Company Act of 1940, as amended (the 1940 Act).
WHEREAS, Investment Manager entered into a
Management Agreement (the Advisory Agreement) with the Fund pursuant to which Investment Manager provides investment advisory services to the Fund.
WHEREAS, Investment Manager and the Fund each desire to retain Subadviser to provide investment advisory services to the Fund, and Subadviser
is willing to render such investment advisory services.
WHEREAS, the effective date of this Agreement is May 1, 2017.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
|
(a)
|
Portfolio Management
. Subject to supervision by Investment Manager and the Funds Board of Directors/Trustees (the Board), Subadviser shall manage the investment operations and the composition of
that portion of the assets of the Fund which is allocated to Subadviser from time to time by Investment Manager (which portion may include any or all of the Funds assets), including the purchase, retention, and disposition thereof, in
accordance with the Funds investment objectives, policies, and restrictions, and subject to the following understandings:
|
|
(i)
|
Investment Decisions
. Subadviser shall determine from time to time what investments and securities will be purchased, retained, or sold with respect to that portion of the Fund allocated to it by Investment
Manager, and what portion of such assets will be invested or held uninvested as cash. Subadviser is prohibited from consulting with any other subadviser of the Fund concerning transactions of the Fund in securities or other assets, other than for
purposes of complying with the conditions of Rule
12d3-1(a)
or (b) of the 1940 Act. Subadviser will not be responsible for voting proxies issued by companies held in the Fund although Investment Manager
may consult with Subadviser from time to time regarding the voting of proxies of securities owned by the Fund. Subadviser will not be responsible for filing claims in class action settlements related to securities currently or previously held by
that portion of the Fund allocated to it by Investment Manager, although Investment Manager may consult with Subadviser from time to time regarding the filing of claims in class action settlements.
|
1
| Page
Document Number: 350355
|
(ii)
|
Investment Limits
. In the performance of its duties and obligations under this Agreement, Subadviser shall act in conformity with applicable limits and requirements, as amended from time to time, as set forth in
the (a) Funds prospectus (Prospectus) and the Funds Statement of Additional Information (SAI); (b) instructions and directions of Investment Manager and of the Board; and (c) requirements of the 1940
Act, the Internal Revenue Code of 1986, as amended (the Code), as applicable to the Fund, and all other applicable federal and state laws and regulations. Investment Manager agrees to give Subadviser prompt written notice if Investment
Manager believes any recommendations, advice or investments to be in violation of (a), (b) or (c) above.
|
|
(iii)
|
Portfolio Transactions
.
|
|
(A)
|
Trading
. With respect to the securities and other investments to be purchased or sold for the Fund, Subadviser shall place orders with or through such persons, brokers, dealers, or futures commission merchants
(including, but not limited to, broker-dealers that are affiliated with Investment Manager or Subadviser) selected by Subadviser; provided, however, that such orders shall be consistent with Subadvisers brokerage policy; conform with federal
securities laws; and be consistent with seeking best execution. The Subadviser may consider the research, investment information, and other services provided by, and the financial responsibility of, brokers, dealers, or futures commission merchants
who may effect, or be a party to, any such transaction or other transactions to which Subadvisers other clients may be a party in accordance with Section 28(e) of the Securities Exchange Act of 1934, as amended. To the extent permitted by law,
and consistent with its obligation to seek best execution, Subadviser may execute transactions or pay a broker-dealer a commission, spread or markup in excess of that which another broker-dealer might have charged for executing a transaction
provided that Subadviser determines, in good faith, that the execution is appropriate or the commission, spread or markup is reasonable in relation to the value of the brokerage and/or research services provided, viewed in terms of either that
particular transaction or Subadvisers overall responsibilities with respect to the Fund and other clients for which it acts as subadviser. Notwithstanding anything herein to the contrary, to the extent Subadviser is directed by Investment
Manager to use a particular broker or brokers to borrow securities to cover securities sold short, Subadviser shall have no responsibility for setting the rate charged to borrow a security or otherwise ensuring that the rate charged by such broker
to borrow a security is favorable.
|
2
| Page
Document Number: 350355
|
(B)
|
Aggregation of Trades
. Subadviser, to the extent permitted by applicable laws and regulations, may, but shall be under no obligation to, aggregate the securities or other investments to be sold or purchased for
the Fund as well as other clients of Subadviser in order to seek best execution. In such event, allocation of the securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, will be made by Subadviser
in the manner Subadviser considers to be the most equitable and consistent with its fiduciary obligations to the Fund and to such other clients.
|
|
(C)
|
Subadviser will not arrange purchases or sales of securities or other investments between the Fund and other accounts advised by Subadviser or its affiliates unless (a) such purchases or sales are in accordance
with applicable law (including Rule
17a-7
of the 1940 Act) and the Funds policies and procedures as provided in writing to Subadviser along with any amendments, and (b) Subadviser determines the
purchase or sale is in the best interests of the Fund.
|
|
(iv)
|
Records and Reports
. Subadviser (a) shall maintain such books and records for such time periods as are required of an
SEC-registered
investment adviser to an
investment company registered under the 1940 Act, (b) shall render to the Board such periodic and special reports as the Board (or a Committee thereof) or Investment Manager may reasonably request in writing, and (c) shall meet with any
persons at the request of Investment Manager or the Board for the purpose of reviewing Subadvisers performance under this Agreement at reasonable times and upon reasonable advance notice.
|
|
(v)
|
Transaction Reports.
Subadviser shall provide Investment Manager a daily trade file with information relating to all transactions concerning the allocated portion of the Funds assets for which Subadviser is
responsible and shall provide Investment Manager with such other information regarding the Fund upon Investment Managers reasonable request. Subadviser shall affirm or send a trade file of these transactions as instruction to the custodian of
the Fund.
|
|
(b)
|
Compliance Program and Ongoing Certification(s).
As requested, Subadviser shall timely provide to
Investment Manager (i) information and commentary for the Funds annual and semi-annual reports, in a format approved by Investment Manager, and shall (a) certify that such information and commentary does not contain any untrue
statement of a material fact or omit to state a material fact
|
3
| Page
Document Number: 350355
|
necessary to make the information and commentary not misleading, in a format reasonably requested by Investment Manager, as it may be amended from time to time, and (b) provide (i) additional certifications related
to Subadvisers management of the Fund in order to support the Funds filings on Form
N-CSR
and Form
N-Q,
and the Funds Principal Executive
Officers and Principal Financial Officers certifications under Rule
30a-2
of the 1940 Act, thereon; in a format reasonably requested by Investment Manager, as it may be amended from time to time,
(ii) a quarterly
sub-certification
with respect to compliance matters related to Subadviser and Subadvisers management of the Fund, in a format reasonably requested by Investment Manager, as it may
be amended from time to time; (iii) an annual certification from Subadvisers Chief Compliance Officer, appointed under Rule
206(4)-7
of the Investment Advisers Act of 1940 (the Advisers
Act), or his or her designee with respect to the design and operation of Subadvisers compliance program, in a format reasonably requested by Investment Manager, as it may be amended from time to time; and (iv) from time to time
Subadviser shall provide such certifications to assist Investment Manager in fulfilling Investment Managers obligations under Rule
38a-1
of the 1940 Act, as are reasonably requested by the Fund or
Investment Manager. In addition, Subadviser will, from time to time, provide a written assessment of its compliance program in conformity with current industry standards that is reasonably acceptable to Investment Manager to enable the Fund to
fulfill its obligations under Rule
38a-1
of the 1940 Act.
|
|
(c)
|
Maintenance of Records
. Subadviser shall timely furnish to Investment Manager all information relating to Subadvisers services hereunder which Subadviser is required by law or regulation to keep and which
are needed by Investment Manager to maintain the books and records of the Fund required under the 1940 Act. Subadviser agrees that all records which it maintains for the Fund are the property of the Fund and Subadviser will surrender promptly to the
Fund any of such records upon the Funds request; provided, however, that Subadviser may retain a copy of such records. Subadviser further agrees to preserve for the periods prescribed under the 1940 Act any such records as are required to be
maintained by it pursuant to paragraph 1(a) hereof.
|
|
(d)
|
Insurance and Code of Ethics
. Subadviser will provide the Fund with reasonable evidence that, with respect to its activities on behalf of the Fund, Subadviser is maintaining (i) adequate errors and omissions
insurance and (ii) an appropriate Code of Ethics and related reporting procedures.
|
|
(e)
|
Confidentiality
. Each of the parties hereto agrees that it shall exercise the same standard of care that
it uses to protect its own confidential and proprietary information (Confidential Information), but no less than reasonable care, to protect the Confidential Information of the other party. As used herein, Confidential Information,
includes, but is not limited, to Fund Portfolio Information, which refers to confidential and proprietary information with regard to (i) the portfolio holdings and characteristics of the portion of the Fund allocated
|
4
| Page
Document Number: 350355
|
to Subadviser that Subadviser manages under the terms of this Agreement, and (ii) any copies of any agreements between the Investment Manager and its various counterparties and all the terms and provisions
contained therein, which the Investment Manager (which term shall include the Investment Managers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants) may furnish, disclose or reveal to
Subadviser (which term shall include Subadvisers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants). Each party hereby agrees to restrict access to the other partys Confidential
Information to its employees who will use it only for the purpose of providing services under this Agreement. The foregoing shall not prevent a party from disclosing Confidential Information (1) that is publicly known or becomes publicly known
through no unauthorized act; (2) that is rightfully received from a third party without obligation of confidentiality; (3)(a) that, in the case of Investment Managers Confidential Information, is approved in writing by Investment Manager
for disclosure, (3)(b) that, in the case of Subadvisers Confidential Information, is approved in writing by Subadviser for disclosure; (4) that is disclosed in the course of a regulatory examination or that is required to be disclosed
pursuant to a requirement of a governmental or regulatory agency or law, so long as the
non-disclosing
party provides (to the extent permitted under applicable law) the disclosing party (i.e., the party whose
Confidential Information would be disclosed) with prompt written notice of such requirement prior to any such disclosure; however, Subadviser is not required to provide such notice if information is provided on an aggregate basis without specific
attribution to the Fund; (5) to affiliates that have a reason to know such information; (6) to the custodian of the Fund; (7) to brokers and dealers that are counterparties for trades for the Fund; (8) to futures commission
merchants executing or clearing transactions in connection with the Fund, if applicable; and (9) to third party service providers to Subadviser subject to confidentiality agreements or duties. Notwithstanding the foregoing, to the extent Fund
Portfolio Information is similar to investments for other clients of Subadviser, Subadviser may disclose such investments without direct reference to the Fund. Investment Manager agrees that Subadviser may identify Investment Manager or the Fund by
name in Subadvisers current client list. Such list may be used with third parties.
|
|
(f)
|
Cooperation
. As reasonably requested by Investment Manager or the Board and in accordance with the scope of Subadvisers obligations and responsibilities contained in this Agreement, Subadviser will
cooperate with, and provide reasonable assistance to, Investment Manager or the Fund as needed in order for Investment Manager and the Fund to comply with applicable laws, rules and regulations, including, but not limited to, compliance with the
Sarbanes-Oxley Act and the rules and regulations promulgated by the SEC thereunder and the evaluation of any actions under U.S. or foreign securities laws pursuant to which the Fund may be able to assert a potential claim.
|
5
| Page
Document Number: 350355
2.
|
Investment Managers Duties
. Investment Manager shall continue to have responsibility for all other services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review
Subadvisers performance of its duties under this Agreement. Investment Manager shall also retain direct portfolio management responsibility with respect to any assets of the Fund which are not allocated by it to the portfolio management of
Subadviser as provided in paragraph 1(a) hereof or to any other subadviser. Investment Manager will periodically provide to Subadviser a list of the affiliates of Investment Manager or the Fund to which investment restrictions apply, and will
specifically identify in writing (a) all publicly traded companies that issue securities in which the Fund may not invest, together with ticker symbols for all such companies, and (b) any affiliated brokers and any restrictions that apply
to the use of those brokers by Subadviser. Neither Subadviser nor any of its directors, officers, partners, principals, employees or agents shall have responsibility whatsoever for, and shall incur no liability on account of
(i) diversification, selection or establishment of such investment objectives, policies and restrictions of the Fund, (ii) advice on, or management of, any assets for the Fund other than the assets for which Investment Manager has
delegated investment discretion to Subadviser, (iii) filing of any tax or information returns or forms, withholding or paying any taxes, or seeking any exemption or refund, (iv) registration of the Fund with any government or agency,
(v) administration of the plans and trusts investing in the Fund, or (vi) overall Fund compliance with requirements of the 1940 Act and Subchapter M of the Code, relating to percentage limitations applicable to the Funds assets that
would require knowledge of the Funds holdings other than the assets subject to this Agreement.
|
3.
|
Documents Provided to Subadviser
. Investment Manager has delivered or will deliver to Subadviser current copies and supplements thereto of each of the Prospectus and SAI pertaining to the Fund, and will promptly
deliver to it all future amendments and supplements, if any.
|
4.
|
Compensation of Subadviser
. For the services provided and the expenses assumed pursuant to this Agreement, Investment Manager will pay to Subadviser, effective from the date of this Agreement, a fee which shall
be accrued daily and paid monthly, on or before the last business day of the next succeeding calendar month, at the annual rates as a percentage of the Funds average daily net assets or the average daily net assets of the portion of the
Funds assets that is managed by Subadviser, as applicable, set forth in the attached Schedule A which Schedule can be modified from time to time upon mutual agreement of the parties to reflect changes in annual rates, subject to appropriate
approvals required by the 1940 Act, if any. If this Agreement becomes effective or terminates before the end of any month, the fee for the period from the effective date to the end of the month or from the beginning of such month to the date of
termination, as the case may be, shall be prorated according to the proportion that such portion of the month bears to the full month in which such effectiveness or termination occurs. During the term of this Agreement, Subadviser will pay all
expenses incurred by it in connection with its activities under this Agreement other than costs in connection with the purchase or sale of securities and other assets (including brokerage commissions, if any) for the Fund.
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6
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Document Number: 350355
5.
|
Expenses
. Subadviser shall bear all expenses incurred by it and its staff with respect to all activities in connection with the performance of Subadvisers services under this Agreement, including but not
limited to salaries, overhead, travel, preparation of Board materials, review of marketing materials relating to Subadviser or other information provided by Subadviser to Investment Manager and/or the Funds distributor, and marketing support.
Subadviser agrees to pay to Investment Manager the cost of generating a prospectus supplement, which includes preparation, filing, printing, and distribution (including mailing) of the supplement, if the Subadviser makes any changes that require
immediate disclosure in the prospectus or any required regulatory documents that may be caused by changes to its structure or ownership, to investment personnel, to investment style or management, or otherwise (Changes), and at the time
of notification to the Fund or Investment Manager by the Subadviser of such Changes, the Fund is not generating a supplement for other purposes or the Fund or the Investment Manager does not wish to add such Changes to a pending supplement. In the
event two or more subadvisers, if applicable, each require a supplement simultaneously, the expense (other than the costs of printing and mailing) of a combined supplement will be shared pro rata with such other subadviser(s) based upon the number
of pages required by each such subadviser, and each such subadviser shall pay its pro rata share of printing and mailing costs and expenses based upon the number of supplements required to be printed and mailed. All other expenses not specifically
assumed by Subadviser hereunder or by Investment Manager under the Advisory Agreement are borne by the applicable Fund.
|
In
the event that there is a proposed change in control of Subadviser that would act to terminate this Agreement, if a vote of shareholders to approve continuation of this Agreement is at that time deemed by counsel to the Fund to be required by the
1940 Act or any rule or regulation thereunder, Subadviser agrees to assume all reasonable costs associated with soliciting shareholders of the appropriate Fund(s), to approve continuation of this Agreement. Such expenses include the reasonable costs
of preparation, filing and mailing of a proxy statement, and of soliciting proxies.
In the event that such proposed change in control of
Subadviser shall occur and the Fund is operating under an exemptive order issued by the SEC to Investment Manager with respect to the appointment of subadvisers absent shareholder approval, Subadviser agrees to assume all reasonable costs and
expenses (including the costs of preparation, mailing and filing) associated with the preparation of an information statement, required by the exemptive order containing all information that would be included in a proxy statement.
6.
|
Representations of Subadviser
. Subadviser represents and warrants as follows:
|
|
(a)
|
Subadviser (i) is registered as an investment adviser under the Advisers Act and will continue to be so
registered for so long as this Agreement remains in effect; (ii) is not an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act (other than by virtue of serving as a Subadviser to the
Fund); (iii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement; (iv) has
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Document Number: 350355
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appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (v) has adopted written policies and procedures that are reasonably designed to prevent
violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material violations relating to the Fund to Investment Manager;
(vi) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency necessary to
be met in order to perform the services contemplated by this Agreement; (vii) has the authority to enter into and perform the services contemplated by this Agreement; and (viii) will promptly notify Investment Manager (1) in the event
that Subadviser becomes an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act; (2) of the occurrence of any event that would disqualify Subadviser from serving as an investment
adviser of an investment company pursuant to Section 9(a) of the 1940 Act, (3) in the event the Securities and Exchange Commission (the SEC) or other governmental authority has: censured Subadviser; placed limitations upon the
activities, functions or operations of Subadviser; or has commenced proceedings or an investigation that may result in any of these actions, (4) upon having a reasonable basis for believing that the Fund has ceased to qualify or might not
qualify as a regulated investment company under Subchapter M of the Code and (5) of any material fact known to Subadviser respecting or relating to Subadviser that is not contained in the Prospectus, and is required to be stated therein or
necessary to make the statements therein not misleading, or of any statement relating to Subadviser contained therein that becomes untrue in any material respect.
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|
(b)
|
Subadviser has adopted a written code of ethics complying with the requirements of Rule
17j-1
under the 1940 Act and will provide Investment Manager with a copy of the code of
ethics. Within 60 days of the end of the last calendar quarter of each year that this Agreement is in effect, a duly authorized officer of Subadviser shall certify to Investment Manager that there has been no material violation of Subadvisers
code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. To the extent Subadviser has approved any material changes to its code of ethics, such revised code together with an explanation of
such amendments shall be promptly (but in no event later than 60 days) provided to Investment Manager.
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|
(c)
|
Subadviser has provided Investment Manager with a copy of a document intended to address the disclosures specified in Form ADV Part 2A, and promptly will furnish a copy of any amendments to such document to Investment
Manager (at least annually). Investment Manager acknowledges that, under Rule
204-3
under the Advisers Act, as amended, to the extent Subadvisers only clients are registered investment companies,
Subadviser is not required to file a Form ADV, Part 2A, with the SEC.
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Document Number: 350355
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(d)
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Subadviser will promptly notify Investment Manager of any changes in the controlling shareholder, in the key personnel who are either the portfolio manager(s) responsible for the Fund or the Chief Executive Officer of
Subadviser, or if there is otherwise an actual change in control or management of Subadviser.
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7.
|
Representations of Investment Manager
. Investment Manager represents and warrants as follows:
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|
(a)
|
Investment Manager (i) is registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) is not prohibited by the 1940
Act or the Advisers Act from performing the services contemplated by this Agreement; (iii) has appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (iv) has adopted written
policies and procedures that are reasonably designed to prevent violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material
violations relating to the Fund to the Subadviser; (v) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any
regulatory or industry self-regulatory agency necessary to be met in order to perform the services contemplated by this Agreement; (vi) has the authority to enter into and perform the services contemplated by this Agreement; and (vii) will
promptly notify Subadviser (1) of the occurrence of any event that would disqualify Investment Manager from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise, (2) in the event
the SEC or other governmental authority has: censured Investment Manager; placed limitations upon its activities, functions or operations; or has commenced proceedings or an investigation that may result in any of these actions or (3) upon
having a reasonable basis for believing that the Fund has ceased to qualify or might not qualify as a regulated investment company under Subchapter M of the Code.
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(b)
|
Investment Manager agrees that neither it nor any of its affiliates will in any way refer directly or indirectly to its relationship with Subadviser, or any of its affiliates in offering, marketing, or other promotional
materials without the prior written consent of Subadviser; provided that Investment Manager shall not be required to obtain Subadvisers prior written consent to make factual statements regarding the fact that Subadviser serves as subadviser to
the Fund, in responding to requests for information, in required disclosures or in responding to regulatory inquiries.
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(c)
|
The Fund is and will continue to be the owner of all assets for which Investment Manager delegates investment discretion to Subadviser from time to time, and there are and will continue to be no restrictions on the
pledge, hypothecation, transfer, sale or public distribution of such assets.
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9
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Document Number: 350355
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(d)
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Investment Manager is establishing and will be maintaining the Funds account with Subadviser solely for the purpose of investing the relevant assets and not with a view to obtaining information regarding portfolio
holdings or investment decisions in order to effect securities transactions based upon such information or to provide such information to another party, and that Investment Manager and its employees, officers and directors shall not use account
holdings information for any of the foregoing purposes.
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|
(e)
|
The Board has approved the appointment of Subadviser pursuant to this Agreement.
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8.
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Liability and Indemnification
.
|
|
(a)
|
Except as may otherwise be provided by the 1940 Act or any other federal securities law, Subadviser, any of its
affiliates and any of the officers, partners, employees, consultants, or agents thereof shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal and other expenses) incurred or suffered by the Fund, Investment
Manager, or any affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons thereof (as described in Section 15 of the Securities Act of 1933, as amended (the 1933 Act) ) (collectively,
Fund and Investment Manager Indemnitees) as a result of any error of judgment or mistake of law by Subadviser with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate,
waive, or limit the liability of Subadviser for, and Subadviser shall indemnify and hold harmless the Fund and Investment Manager Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and
other expenses) to which any of the Fund and Investment Manager Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any
willful misconduct, bad faith, reckless disregard, or negligence of Subadviser in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact regarding Subadviser contained in the Prospectus and
SAI, proxy materials, reports, advertisements, sales literature, or other materials pertaining to the Fund or the omission to state therein a material fact regarding Subadviser known to Subadviser which was required to be stated therein or necessary
to make the statements therein not misleading, if such statement or omission was made in reliance upon written information furnished to Investment Manager or the Fund by Subadviser Indemnitees (as defined below) for use therein; provided, however,
that Subadviser has had a reasonable opportunity to review information regarding Subadviser contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund as set forth in
section 11; or (iii) any violation of federal or state statutes or regulations by Subadviser. It is further understood and agreed that Subadviser may rely upon information furnished to it by Investment Manager that it reasonably believes to be
accurate and reliable. Subadviser shall be liable for any loss incurred by the Fund, the Investment Manager or their respective affiliates to the extent such
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Document Number: 350355
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losses arise out of any act or omission directly attributable to Subadviser which results, directly or indirectly, in an error in the net asset value of the Fund. The federal securities laws impose liabilities in
certain circumstances on persons who act in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of any rights which Investment Manager may have under any securities laws. Neither Subadviser nor any Subadviser
Indemnitees (as defined below) shall be liable for any loss or damage arising or resulting from the acts or omissions of the custodian of the Fund, any broker, financial institution or any other third party with or through whom Subadviser arranges
or enters into a transaction in respect of the Fund, except to the extent that Subadviser or its affiliate instructed such broker, financial institution or third party to take such action or omission. Investment Manager understands and acknowledges
that Subadviser does not warrant that the portion of the assets of the Fund managed by Subadviser will achieve any particular rate of return or that its performance will match any benchmark index or other standard or objective.
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|
(b)
|
Except as may otherwise be provided by the 1940 Act or any other federal securities law, Investment Manager and the Fund shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal
and other expenses) incurred or suffered by Subadviser or any of its affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons (as described in Section 15 of the 1933 Act) (collectively,
Subadviser Indemnitees) as a result of any error of judgment or mistake of law by Investment Manager with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate, waive, or
limit the liability of Investment Manager for, and Investment Manager shall indemnify and hold harmless Subadviser Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and other expenses) to
which any of Subadviser Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any willful misconduct, bad faith, reckless
disregard, or negligence of Investment Manager in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales
literature, or other materials pertaining to the Fund or the omission to state therein a material fact known to Investment Manager which was required to be stated therein or necessary to make the statements therein not misleading, unless such
statement or omission concerned Subadviser and was made in reliance upon written information furnished to Investment Manager or the Fund by a Subadviser Indemnitee for use therein, or (iii) any violation of federal or state statutes or
regulations by Investment Manager or the Fund.
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|
(c)
|
After receipt by Investment Manager or Subadviser, its affiliates, or any officer, director, employee, or agent
of any of the foregoing, entitled to indemnification as stated in (a) or (b) above (Indemnified Party) of notice of the commencement of any action, if a claim in respect thereof is to be made against any person obligated
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Document Number: 350355
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to provide indemnification under this section (Indemnifying Party), such Indemnified Party shall notify the Indemnifying Party in writing of the commencement thereof as soon as practicable after the summons
or other first written notification giving information of the nature of the claim that has been served upon the Indemnified Party; provided that the failure to so notify the Indemnifying Party will not relieve the Indemnifying Party from any
liability under this section, except to the extent that the omission results in damages to the Indemnifying Party caused solely as a result of the failure to give such notice. The Indemnifying Party, upon the request of the Indemnified Party, shall
retain counsel satisfactory to the Indemnified Party to represent the Indemnified Party in the proceeding, and shall pay the fees and disbursements of such counsel related to such proceeding. In any such proceeding, any Indemnified Party shall have
the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Party unless (1) the Indemnifying Party and the Indemnified Party shall have mutually agreed to the retention of such
counsel, or (2) the named parties to any such proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation by both parties by the same counsel would be inappropriate due to actual
or potential differing interests between them. The Indemnifying Party shall not be liable for any settlement of any proceeding effected without its written consent, which consent shall not be unreasonably withheld, but if settled with such consent
or if there be a final judgment for the plaintiff, the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment.
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9.
|
Duration and Termination
.
|
|
(a)
|
Unless sooner terminated as provided herein, this Agreement shall continue for two years from the date written above. Thereafter, if not terminated, this Agreement shall continue automatically for successive periods of
12 months each, provided that such continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or interested persons (as defined in the 1940 Act) of any such
party, and (ii) by the Board or by a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
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|
(b)
|
Notwithstanding the foregoing, this Agreement may be terminated at any time, without the payment of any penalty,
by the Board or by vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund on 60 days written notice to Subadviser. This Agreement may also be terminated, without the payment of any penalty, by
Investment Manager (i) upon 60 days written notice to Subadviser; (ii) upon material breach by Subadviser of any representations and warranties set forth in this Agreement, if such breach has not been cured within 20 days after
written notice of such breach; or (iii) immediately if, in the reasonable judgment of Investment Manager, Subadviser becomes unable to discharge its duties and obligations under this Agreement, including
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12
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Document Number: 350355
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circumstances such as the insolvency of Subadviser or other circumstances that could adversely affect the Fund. Subadviser may terminate this Agreement at any time, without payment of any penalty, (1) upon 60
days written notice to Investment Manager; or (2) upon material breach by Investment Manager of any representations and warranties set forth in the Agreement, if such breach has not been cured within 20 days after written notice of such
breach. This Agreement shall terminate automatically in the event of its assignment (as defined in the 1940 Act) or upon the termination of the Advisory Agreement.
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|
(c)
|
In the event of termination of the Agreement, those paragraphs of the Agreement which govern conduct of the parties future interactions with respect to Subadviser having provided investment management services to
the Funds for the duration of the Agreement, including, but not limited to, paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 8(a), 8(b), 8(c), 15, 17, 18, 20 and 21 shall survive such termination of the Agreement.
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10.
|
Subadvisers Services Are Not Exclusive
. Nothing in this Agreement shall limit or restrict the right of Subadviser or any of its partners, officers, or employees to engage in any other business or to devote
his or her time and attention in part to the management or other aspects of any business, whether of a similar or a dissimilar nature, or limit or restrict Subadvisers right to engage in any other business or to render services of any kind to
any other mutual fund, corporation, firm, individual, or association or other entity. Subadviser acts as adviser to other clients and may, subject to compliance with its fiduciary obligations, give advice, and take action, with respect to any of
those which may differ from the advice given, or the timing or nature of action taken, with respect to the Fund. Subject to its fiduciary obligation to the Fund, Subadviser shall have no obligation to purchase or sell for the Fund, or to recommend
for purchase or sale by the Fund, any security which Subadviser, its principals, affiliates or employees may purchase or sell for themselves or for any other clients.
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11.
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References to Subadviser
. Subadviser hereby grants to Investment Manager during the term of this Agreement, the right to use Subadvisers name as required for public filings and marketing materials in
accordance with the terms described herein. Investment Manager agrees to furnish to Subadviser at its principal office all prospectuses, SAIs, proxy statements, reports to shareholders, sales literature, or other material prepared for
distribution to sales personnel, shareholders of the Fund or the public, that
refer to Subadviser prior to the use thereof, and not to use such material if Subadviser reasonably objects in writing five (5)
business days (or such
other time as may be mutually agreed upon) after receipt thereof. Such materials
may be furnished to Subadviser hereunder by first-class or overnight mail, electronic or facsimile transmission, or hand delivery.
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12.
|
Notices
. Any notice, statement, consent or approval required or permitted to be given in connection with this Agreement (Notice) shall be in writing and shall be sufficiently given if delivered
(whether in person, by post, by courier service or other personal method of delivery), or if transmitted by facsimile or other electronic means of communication:
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13
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Document Number: 350355
In the case of Subadviser:
BMO
Asset Management Corp.
c/o Patti Stuettgen
111 East Kilbourn Avenue
MC-6
Milwaukee, WI 53202
Phone: (414)
287-8730
Fax: (414)
212-9714
In the case of Investment Manager:
Paul Mikelson
Vice President,
Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel: (612)
671-4452
Fax: (612)
671-0618
with a copy to:
Christopher O.
Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel: (612)
671-4321
Fax: (612)
671-2680
Any Notice delivered or transmitted to a party as provided above shall be deemed to have been given and received on the day it is delivered or transmitted,
provided that it is delivered or transmitted on any day that is not a Saturday, Sunday, or statutory holiday in the jurisdiction where the Notice is received (Business Day) prior to 5:00 p.m. local time in the place of delivery or
receipt. However, if the Notice is delivered or transmitted after 5:00 p.m. local time or if such day is not a Business Day then the Notice shall be deemed to have been given and received on the next Business Day.
Any party may, from time to time, change its address by giving Notice to the other party in accordance with the provisions of this section.
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Document Number: 350355
13.
|
Amendments
. This Agreement may be amended by mutual consent, subject to approval by the Board and the Funds shareholders to the extent required by the 1940 Act.
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14.
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Assignment
. No assignment (as defined in the 1940 Act, as amended) of this Agreement shall be made by Investment Manager or Subadviser without the prior written consent of the Fund, and, if required by law, the
Funds shareholders, and Investment Manager or Subadviser (as applicable). Notwithstanding the foregoing, no assignment shall be deemed to result from any changes in the directors, officers, or employees of Investment Manager or Subadviser
except as may be provided to the contrary in the 1940 Act or the rules and regulations thereunder.
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15.
|
Governing Law
. This Agreement, and, in the event of termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be governed by the laws of the
commonwealth of Massachusetts, without giving effect to the conflicts of laws principles thereof, or any applicable provisions of the 1940 Act. To the extent that the laws of the commonwealth of Massachusetts, or any of the provision of this
Agreement, conflict with applicable provisions of the 1940 Act, the latter shall control. The Investment Manager and Subadviser hereby consent to the jurisdiction of a state of federal court situated in the Commonwealth of Massachusetts in
connection with any dispute arising hereunder. Any action or dispute between the Investment Manager and the Subadviser arising out of this Agreement shall be brought exclusively in the state of federal courts of the Commonwealth of Massachusetts.
The Investment Manager and Subadviser hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which either party may now or hereafter have to the laying of venue of any such proceeding brought in such a court and
any claim that such proceeding brought in such a court has been brought in an inconvenient forum.
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16.
|
Entire Agreement
. This Agreement embodies the entire agreement and understanding among the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof.
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17.
|
Severability
. Should any part of this Agreement be held invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement and, in the event of
termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.
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18.
|
Interpretation
. Any questions of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to
such term or provision in the 1940 Act and to interpretation thereof, if any, by the federal courts or, in the absence of any controlling decision of any such court, by rules, regulations, or orders of the SEC validly issued pursuant to the 1940
Act. Where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is altered by a rule, regulation, or order of the SEC, whether of special or general application, such provision shall be deemed to incorporate the
effect of such rule, regulation, or order.
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19.
|
Headings
. The headings in this Agreement are intended solely as a convenience and are not intended to modify any other provision herein.
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Document Number: 350355
20.
|
Authorization
. Each of the parties represents and warrants that the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by
all necessary corporate action by such party and when so executed and delivered, this Agreement will be the valid and binding obligation of such party in accordance with its terms.
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21.
|
No Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries
to the Agreement or any other agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in
respect of this Agreement (with the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to,
(i) create in any other person (including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation
on the part of the Investment Manager or Subadviser (including without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.
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16
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Document Number: 350355
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their officers designated below as of the day and year first above
written.
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Columbia Management Investment
Advisers, LLC
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BMO Asset Management Corp.
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By:
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David Weiss
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By:
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Phillip Enochs
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Signature
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Signature
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Name:
|
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David Weiss
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Name:
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Phillip Enochs
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Printed
|
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Printed
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Title:
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Vice President and Assistant
Secretary
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Title:
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Head of BMO GAM U.S.
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Document Number: 350355
SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
18
| Page
FORM OF AMENDMENT NO. 2
TO THE SUBADVISORY AGREEMENT
This Amendment No. 2 (the Amendment), made and entered into as of April 21, 2017, is made a part of the Subadvisory
Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager) and J.P. Morgan Investment Management Inc., a Delaware corporation (Subadviser), dated April 8,
2010, as amended June 17, 2014 (the Agreement) with respect to the fund or funds (the Fund) identified in the Agreement.
WHEREAS, Investment Manager and Subadviser desire to amend the Agreement, including Schedule A.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
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1.
|
Schedule A
. Schedule A to the Agreement shall be, and hereby is, deleted and replaced with the Schedule A attached hereto.
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2.
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Portfolio Management
. Section 1(a) of the Agreement shall be, and hereby is, amended by adding the following as paragraph (vi):
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(vi)
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Management of Funds with Multiple Subadvisers
. Subadvisers responsibilities for providing services to a Fund shall be limited to the portion of the Funds assets allocated to Subadviser
(Subadviser Account). Subadviser shall not, without the prior approval of Investment Manager, effect any transactions that would cause the Subadviser Account, treated as a separate fund, to be out of compliance with the Funds
investment objectives, policies and restrictions. Subadviser shall not consult with any other subadviser of a Fund concerning transactions for the Fund in securities or other assets.
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3.
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Notices
. Section 13 to the Agreement shall be, and hereby is, amended by deleting the addresses for Subadviser and Investment Manager and replacing them with the following:
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Document Number: 350747
Subadviser:
Jeffery Reedy
Vice President
JPMorgan Investment Management, Inc.
1111 Polaris Parkway
Columbus,
OH 43240
(614)
213-2094
Ph.
(614)
417-5699
Fax.
Investment Manager:
Paul
Mikelson
Vice President, Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel: (612)
671-4452
Fax: (612)
671-0618
with a copy to:
Christopher O.
Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel: (612)
671-4321
Fax: (612)
671-2680
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4.
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The following shall be, and is hereby added as Section 22 to the Agreement:
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No
Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries to the Agreement or any other
agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in respect of this Agreement (with
the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to, (i) create in any other person
(including without limitation any shareholder of any Fund) any direct, indirect,
Document Number: 350747
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derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation on the part of the Investment Manager or Subadviser (including
without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.
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5.
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Miscellaneous
. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement. This Amendment may be executed in counterparts, each of which will be deemed an original and all
of which together will be deemed to be one and the same agreement. As modified herein, the Agreement is confirmed and remains in full force and effect.
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6.
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Duration
. Section 9(a) shall be, and hereby is, deleted and replaced with the following:
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Unless sooner terminated as provided herein, this Agreement shall continue from the date of its execution only so long as such
continuance is specifically approved at least annually in conformity with the requirements of the 1940 Act. Thereafter, if not terminated, this Agreement shall continue automatically for successive periods of 12 months each, provided that such
continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or interested persons (as defined in the 1940 Act) of any such party, and (ii) by the Board or by
a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
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7.
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Duration and Termination
. Section 9(c) to the Agreement shall be, and hereby is, deleted and replaced with the following:
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In the event of termination of the Agreement, those paragraphs of the Agreement which govern conduct of the parties future interactions
with respect to Subadviser having provided investment management services to the Fund(s) for the duration of the Agreement, including, but not limited to, paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 1(g), 8(a), 8(b), 8(c), 8(d), 16, 18, 19, 21
and 22 shall survive such termination of the Agreement.
[REMAINDER OF THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY]
Document Number: 350747
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their officers designated
below as of the day and year first above written.
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Columbia Management Investment Advisers, LLC
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J.P. Morgan Investment Management Inc.
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By:
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By:
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Signature
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Signature
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Name:
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David Weiss
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Name:
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Jeffery Reedy
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Printed
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Printed
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Title:
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Assistant Secretary
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Title:
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Vice President
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Document Number: 350747
AMENDMENT NO. 2
TO THE SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
Document Number: 350747
Document Number: 350384
SUBADVISORY AGREEMENT
Agreement made as of the 15
th
day of February, 2017 by and between Columbia Management
Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager), and Jacobs Levy Equity Management, Inc., a New Jersey corporation (Subadviser).
WHEREAS, the Fund defined in Schedule A is a series of an investment company registered under the Investment Company Act of 1940, as amended
(the 1940 Act).
WHEREAS, Investment Manager entered into a Management Agreement (the Advisory Agreement) with the
Fund pursuant to which Investment Manager provides investment advisory services to the Fund.
WHEREAS, Investment Manager and the Fund
each desire to retain Subadviser to provide investment advisory services to the Fund, and Subadviser is willing to render such investment advisory services, in accordance with the terms hereof.
WHEREAS, the effective date of this Agreement is May 1, 2017.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
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(a)
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Portfolio Management
. Subject to supervision by Investment Manager and the Funds Board of Directors/Trustees (the Board), Subadviser shall manage the investment operations and the composition of
that portion of the assets of the Fund which is allocated to Subadviser from time to time by Investment Manager (which portion may include any or all of the Funds assets), including the purchase, retention, and disposition thereof, in
accordance with the Funds investment objectives, policies, and restrictions (in each case, to the extent such objectives, policies and restrictions have been communicated to the Subadviser), and subject to the following understandings:
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(i)
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Investment Decisions
. Subadviser shall determine from time to time what investments and securities will be
purchased, retained, or sold with respect to that portion of the Fund allocated to it by Investment Manager, and what portion of such assets will be invested or held uninvested as cash. Subadviser is prohibited from consulting with any other
subadviser of the Fund concerning transactions of the Fund in securities or other assets, other than for purposes of complying with the conditions of Rule
12d3-1(a)
or (b) of the 1940 Act. Subadviser will
not be responsible for voting proxies issued by companies held in the Fund although Investment Manager may consult with Subadviser from time to time regarding the voting of proxies of securities owned by the Fund. Subadviser will not be responsible
for filing claims in class action settlements related to securities
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Document Number: 350384
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currently or previously held by that portion of the Fund allocated to it by Investment Manager, although Investment Manager may consult with Subadviser from time to time regarding the filing of claims in class action
settlements.
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(ii)
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Investment Limits
. In the performance of its duties and obligations under this Agreement, Subadviser shall act in conformity with applicable limits and requirements, as amended from time to time, as set forth in
the (a) Funds prospectus (Prospectus) and the Funds Statement of Additional Information (SAI); (b) instructions and directions of Investment Manager and of the Board; and (c) requirements of the 1940
Act, the Internal Revenue Code of 1986, as amended (the Code), as applicable to the Fund, and all other applicable federal and state laws and regulations. Investment Manager agrees to give Subadviser prompt written notice if Investment
Manager believes any recommendations, advice or investments to be in violation of (a), (b) or (c) above.
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(iii)
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Portfolio Transactions
.
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(A)
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Trading
. With respect to the securities and other investments to be purchased or sold for the Fund, Subadviser shall place orders with or through such persons, brokers, dealers, or futures commission merchants
(including, but not limited to, broker-dealers that are affiliated with Investment Manager or Subadviser) selected by Subadviser; provided, however, that such orders shall be consistent with Subadvisers brokerage policy; conform with federal
securities laws; and be consistent with applicable law regarding best execution. The Subadviser may consider the research, investment information, and other services provided by, and the financial responsibility of, brokers, dealers, or futures
commission merchants who may effect, or be a party to, any such transaction or other transactions to which Subadvisers other clients may be a party in accordance with applicable law. To the extent permitted by law, and consistent with its
obligation to seek best execution, Subadviser may execute transactions or pay a broker-dealer a commission, spread or markup in excess of that which another broker-dealer might have charged for executing a transaction provided that Subadviser
determines, in good faith, that the execution is appropriate or the commission, spread or markup is reasonable in relation to the value of the brokerage and/or research services provided, viewed in terms of either that particular transaction or
Subadvisers overall responsibilities with respect to the Fund and other clients. Notwithstanding anything herein to the contrary, to the extent Subadviser is directed by Investment Manager to use a particular broker or brokers to borrow
securities to cover securities sold short, Subadviser shall have no responsibility for setting the rate charged to borrow a security or otherwise ensuring that the rate charged by such broker to borrow a security is favorable.
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Document Number: 350384
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(B)
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Aggregation of Trades
. Subadviser, to the extent permitted by applicable laws and regulations, may, but shall be under no obligation to, aggregate the securities or other investments to be sold or purchased for
the Fund with purchases or sales for other clients of Subadviser in order to seek best execution. In such event, allocation of the securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, will be
made by Subadviser in the manner Subadviser considers to be equitable and consistent with its fiduciary obligations to the Fund and to such other clients.
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(C)
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Subadviser will not arrange purchases or sales of securities or other investments between the Fund and other accounts advised by Subadviser or its affiliates unless (a) such purchases or sales are in accordance
with applicable law (including Rule
17a-7
of the 1940 Act) and the Funds policies and procedures as provided in writing to Subadviser along with any amendments, and (b) Subadviser determines the
purchase or sale is in the best interests of the Fund.
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(iv)
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Records and Reports
. Subadviser (a) shall maintain such books and records for such time periods as are required of an
SEC-registered
investment adviser to an
investment company registered under the 1940 Act, (b) shall render to the Board such periodic and special reports as the Board (or a Committee thereof) or Investment Manager may reasonably request in writing, and (c) shall meet with any
persons at the request of Investment Manager or the Board for the purpose of reviewing Subadvisers performance under this Agreement at reasonable times and upon reasonable advance notice.
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(v)
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Transaction Reports.
Subadviser shall provide Investment Manager a daily trade file with information relating to all transactions concerning the allocated portion of the Funds assets for which Subadviser
provides portfolio management (as described in this Section 1(a)) and shall provide Investment Manager with such other information regarding the Fund upon Investment Managers reasonable request. Subadviser shall affirm or send a trade file of
these transactions as instructed to the custodian of the Fund.
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(b)
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Compliance Program and Ongoing Certification(s).
As requested by the Investment Manager or Board,
Subadviser shall timely provide to Investment Manager (i) information and commentary for the Funds annual and semi-annual reports, in a format approved by Investment Manager, and shall (a) certify that such information and commentary
does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the information and commentary not misleading, in a format reasonably requested by Investment
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Document Number: 350384
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Manager, as it may be amended from time to time, and (b) provide (i) additional certifications related to Subadvisers management of the Fund in order to support the Funds filings on Form
N-CSR
and Form
N-Q,
and the Funds Principal Executive Officers and Principal Financial Officers certifications under Rule
30a-2
of the 1940 Act, thereon; in a format reasonably requested by Investment Manager, as it may be amended from time to time, (ii) a quarterly
sub-certification
with respect to compliance matters related to Subadviser and Subadvisers management of the Fund, in a format reasonably requested by Investment Manager, as it may be amended from time to time; (iii) an annual certification from
Subadvisers Chief Compliance Officer, appointed under Rule
206(4)-7
of the Investment Advisers Act of 1940 (the Advisers Act), or his or her designee with respect to the design and operation
of Subadvisers compliance program, in a format reasonably requested by Investment Manager, as it may be amended from time to time; and (iv) from time to time Subadviser shall provide such certifications to assist Investment Manager in
fulfilling Investment Managers obligations under Rule
38a-1
of the 1940 Act, as are reasonably requested by the Fund or Investment Manager. In addition, Subadviser will, from time to time, provide a
written assessment of its compliance program in conformity with current industry standards that is reasonably acceptable to Investment Manager to enable the Fund to fulfill its obligations under Rule
38a-1
of
the 1940 Act.
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(c)
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Maintenance of Records
. Subadviser shall timely furnish to Investment Manager all information relating to Subadvisers services hereunder which Subadviser is required by law or regulation to keep and which
are needed by Investment Manager to maintain the books and records of the Fund required under the 1940 Act. Subadviser agrees that all records which it maintains for the Fund are the property of the Fund and Subadviser will surrender promptly to the
Fund any of such records upon the Funds request; provided, however, that Subadviser may retain a copy of such records. Subadviser further agrees to preserve for the periods prescribed under the 1940 Act any such records as are required to be
maintained by it pursuant to paragraph 1(a) hereof.
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(d)
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Insurance and Code of Ethics
. Subadviser will provide the Fund with reasonable evidence that, with respect to its activities on behalf of the Fund, Subadviser is maintaining (i) adequate errors and omissions
insurance and (ii) an appropriate Code of Ethics and related reporting procedures.
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(e)
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Confidentiality
. Each of the parties hereto agrees that it shall exercise the same standard of care that
it uses to protect its own confidential and proprietary information (Confidential Information), but no less than reasonable care, to protect the Confidential Information of the other party. As used herein, Confidential Information,
includes, but is not limited, to Fund Portfolio Information, which refers to confidential and proprietary information with regard to (i) the portfolio holdings and characteristics of the portion of the Fund allocated to Subadviser
that Subadviser manages under the terms of this Agreement, and
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Document Number: 350384
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(ii) any copies of any agreements between the Investment Manager and its various counterparties and all the terms and provisions contained therein, which the Investment Manager (which term shall include the Investment
Managers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants) may furnish, disclose or reveal to Subadviser (which term shall include Subadvisers directors, officers, employees, agents,
advisors, proposed financing sources, attorneys and accountants). Each party hereby agrees to restrict access to the other partys Confidential Information to its employees who will use it only for the purpose of providing services under this
Agreement. The foregoing shall not prevent a party from disclosing Confidential Information (1) that is publicly known or becomes publicly known through no unauthorized act; (2) that, to the best of the knowledge of the recipient, is
rightfully received from a third party without obligation of confidentiality; (3)(a) that, in the case of Investment Managers Confidential Information, is approved in writing by Investment Manager for disclosure, (3)(b) that, in the case of
Subadvisers Confidential Information, is approved in writing by Subadviser for disclosure; (4) in the course of a regulatory examination or that is required or requested to be disclosed pursuant to a requirement or request of a
governmental or regulatory agency or law, so long as the
non-disclosing
party provides (to the extent permitted under applicable law) the disclosing party (i.e., the party whose Confidential Information would
be disclosed) with prompt written notice of such requirement or request prior to any such disclosure; however, Subadviser is not required to provide such notice if information is provided on an aggregate basis without specific attribution to the
Fund; (5) to affiliates that have a reason to know such information in connection with the services provided hereunder; (6) to the custodian of the Fund; (7) to brokers and dealers that are counterparties for trades for the Fund;
(8) to futures commission merchants executing or clearing transactions in connection with the Fund, if applicable; and (9) to third party service providers to Subadviser subject to confidentiality agreements or duties. Notwithstanding the
foregoing, to the extent Fund Portfolio Information is similar to investments for other clients of Subadviser, Subadviser may disclose such investments without direct reference to the Fund. Investment Manager agrees that Subadviser may identify
Investment Manager or the Fund by name in Subadvisers current client list. Such list may be used with third parties.
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For the avoidance of doubt, any investment recommendations and any information relating to Subadvisers investment process, models and
trading activity that is supplied by Subadviser and is not otherwise in the public domain shall be treated as confidential by the Investment Manager and the Fund.
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(f)
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Cooperation
. As reasonably requested by Investment Manager or the Board and in accordance with (and if
relevant to) the scope of Subadvisers obligations and responsibilities contained in this Agreement, Subadviser will cooperate with, and provide reasonable assistance to, Investment Manager or the Fund as needed in order for Investment Manager
and the Fund to comply with applicable laws, rules and regulations, including, but not limited to, compliance with the Sarbanes-
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Document Number: 350384
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Oxley Act and the rules and regulations promulgated by the SEC thereunder. In addition, as reasonably requested by Investment Manager or the Board and in accordance with (and if relevant to) the scope of
Subadvisers obligations and responsibilities contained in this Agreement, Subadviser will cooperate with, and provide reasonable assistance to, Investment Manager or the Fund in the evaluation of any actions under U.S. or foreign securities
laws pursuant to which the Fund may be able to assert a potential claim (to the extent such action or claim relates to the Subadviser Assets).
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(g)
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Legal Proceedings.
Responsibility to initiate, consider or participate in any bankruptcy, securities class action or other litigation on behalf of the Investment Manager or the Fund against or involving any
issuer of securities held as or formerly held as assets allocated hereunder for management by the Subadviser (Subadviser Assets) or to advise or take any action with respect to any bankruptcy, class action or litigation on behalf of the
Investment Manager or the Fund shall remain with the Investment Manager.
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2.
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Investment Managers Duties
. Investment Manager shall continue to have responsibility for all other services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review
Subadvisers performance of its duties under this Agreement. Investment Manager shall also retain direct portfolio management responsibility with respect to any assets of the Fund which are not allocated by it to the portfolio management of
Subadviser as provided in paragraph 1(a) hereof or to any other subadviser. Investment Manager will periodically provide to Subadviser a list of the affiliates of Investment Manager or the Fund to which investment restrictions apply, and will
specifically identify in writing (a) all publicly traded companies that issue securities in which the Fund may not invest, together with ticker symbols for all such companies, and (b) any affiliated brokers and any restrictions that apply
to the use of those brokers by Subadviser. Neither Subadviser nor any of its directors, officers, partners, principals, employees or agents shall have responsibility whatsoever for, and shall incur no liability on account of
(i) diversification, selection or establishment of such investment objectives, policies and restrictions of the Fund, (ii) advice on, or management of, any assets for the Fund other than the assets for which Investment Manager has
delegated investment discretion to Subadviser, (iii) filing of any tax or information returns or forms, withholding or paying any taxes, or seeking any exemption or refund, (iv) registration of the Fund with any government or agency,
(v) administration of the plans and trusts investing in the Fund, or (vi) overall Fund compliance with requirements of the 1940 Act and Subchapter M of the Code, relating to percentage limitations applicable to the Funds assets that
would require knowledge of the Funds holdings other than the assets subject to this Agreement.
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3.
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Documents Provided to Subadviser
. Investment Manager has delivered or will deliver to Subadviser current copies and supplements thereto of each of the Prospectus and SAI pertaining to the Fund, and will promptly
deliver to it all future amendments and supplements, if any.
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Document Number: 350384
4.
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Compensation of Subadviser
. For the services provided by the Subadviser pursuant to this Agreement, Investment Manager will pay to Subadviser, effective from the date of this Agreement, a fee which shall be
accrued daily and paid monthly, on or before the last Business Day (as defined below) of the next succeeding calendar month, at the annual rates as a percentage of the Funds average daily net assets or the average daily net assets of the
portion of the Funds assets that is managed by Subadviser, as applicable, set forth in the attached Schedule A which Schedule can be modified from time to time upon mutual agreement of the parties to reflect changes in annual rates, subject to
appropriate approvals required by the 1940 Act, if any. If this Agreement becomes effective or terminates before the end of any month, the fee for the period from the effective date to the end of the month or from the beginning of such month to the
date of termination, as the case may be, shall be prorated according to the proportion that such portion of the month bears to the full month in which such effectiveness or termination occurs. During the term of this Agreement, Subadviser will pay
all expenses incurred by it in connection with its activities under this Agreement other than costs and expenses in connection with the purchase or sale of securities and other assets (including brokerage commissions and stock transfer fees, if any)
for the Fund.
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5.
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Expenses
. Except as set forth in paragraph 4, Subadviser shall bear all expenses incurred by it and its staff with respect to all activities in connection with the performance of Subadvisers services under
this Agreement, including but not limited to salaries, overhead, travel, preparation of Board materials, review of marketing materials relating to Subadviser or other information provided by Subadviser to Investment Manager and/or the Funds
distributor, and marketing support. Subadviser agrees to pay to Investment Manager the cost of generating a prospectus supplement, which includes preparation, filing, printing, and distribution (including mailing) of the supplement, if the
Subadviser makes any changes that require immediate disclosure in the prospectus or any required regulatory documents that may be caused by changes to its structure or ownership, to investment personnel, to investment style or management, or
otherwise (Changes), and at the time of notification to the Fund or Investment Manager by the Subadviser of such Changes, the Fund is not generating a supplement for other purposes or the Fund or the Investment Manager does not wish to
add such Changes to a pending supplement. In the event two or more subadvisers, if applicable, each require a supplement simultaneously, the expense (other than the costs of printing and mailing) of a combined supplement will be shared pro rata with
such other subadviser(s) based upon the number of pages required by each such subadviser, and each such subadviser shall pay its pro rata share of printing and mailing costs and expenses based upon the number of supplements required to be printed
and mailed. All other expenses not specifically assumed by Subadviser hereunder or by Investment Manager under the Advisory Agreement are borne by the applicable Fund.
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In the event that there is a proposed change in control of Subadviser that would act to terminate this Agreement, if a vote of shareholders to
approve continuation of this Agreement is at that time deemed by counsel to the Fund to be required by the 1940 Act or any rule or regulation thereunder, Subadviser agrees to assume all reasonable costs associated with soliciting shareholders of the
appropriate Fund(s), to approve continuation of this Agreement. Such expenses include the reasonable costs of preparation, filing and mailing of a proxy statement, and of soliciting proxies.
7
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Document Number: 350384
In the event that such proposed change in control of Subadviser shall occur and the Fund is operating under an exemptive order issued by the
SEC to Investment Manager with respect to the appointment of subadvisers absent shareholder approval, Subadviser agrees to assume all reasonable costs and expenses (including the costs of preparation, mailing and filing) associated with the
preparation of an information statement, required by the exemptive order containing all information that would be included in a proxy statement.
6.
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Representations of Subadviser
. Subadviser represents and warrants as follows:
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(a)
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Subadviser (i) is registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) is not an affiliated person of the
Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act (other than by virtue of serving as a Subadviser to the Fund); (iii) is not prohibited by the 1940 Act or the Advisers Act from performing the services
contemplated by this Agreement; (iv) has appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (v) has adopted written policies and procedures that are reasonably designed to
prevent violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material violations relating to the Fund to Investment Manager;
(vi) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency necessary to
be met in order to perform the services contemplated by this Agreement; (vii) has the authority to enter into and perform the services contemplated by this Agreement; and (viii) will promptly notify Investment Manager (to the extent
permitted by law and regulation) (1) in the event that Subadviser becomes an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act; (2) of the occurrence of any event that would
disqualify Subadviser from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act, (3) in the event the Securities and Exchange Commission (the SEC) or other governmental authority has:
censured Subadviser; placed limitations upon the activities, functions or operations of Subadviser; or has commenced proceedings or an investigation that may result in any of these actions, (4) upon having a reasonable basis for believing that
the Fund has ceased to qualify or might not qualify as a regulated investment company under Subchapter M of the Code and (5) of any material fact known to Subadviser respecting or relating to Subadviser that is not contained in the Prospectus,
and is required to be stated therein or necessary to make the statements therein not misleading, or of any statement relating to Subadviser contained therein that becomes untrue in any material respect.
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Document Number: 350384
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(b)
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Subadviser has adopted a written code of ethics complying with the requirements of Rule
17j-1
under the 1940 Act and will provide Investment Manager with a copy of the code of
ethics. Within 60 days of the end of the last calendar quarter of each year that this Agreement is in effect, a duly authorized officer of Subadviser shall certify to Investment Manager that there has been no material violation of Subadvisers
code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. To the extent Subadviser has approved any material changes to its code of ethics, such revised code together with an explanation of
such amendments shall be promptly (but in no event later than 60 days) provided to Investment Manager.
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(c)
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Subadviser has provided Investment Manager with a copy of a document intended to address the disclosures specified in Form ADV Part 2A, and promptly will furnish a copy of any amendments to such document to Investment
Manager (at least annually). Investment Manager acknowledges that, under Rule
204-3
under the Advisers Act, as amended, to the extent Subadvisers only clients are registered investment companies,
Subadviser is not required to file a Form ADV, Part 2A, with the SEC. Investment Manager acknowledges receipt of Subadvisors Form ADV Part 2A.
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(d)
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Subadviser will promptly notify Investment Manager of any changes in the controlling shareholder, change in the key personnel who are either the portfolio manager(s) responsible for the Fund or the Chief Executive
Officer of Subadviser, or if there is otherwise an actual change in control or management of Subadviser.
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7.
|
Representations of Investment Manager
. Investment Manager represents and warrants as follows:
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(a)
|
Investment Manager (i) is registered as an investment adviser under the Advisers Act and will continue to be
so registered for so long as this Agreement remains in effect; (ii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement; (iii) has appointed a Chief Compliance Officer under
Rule
206(4)-7
of the Advisers Act; (iv) has adopted written policies and procedures that are reasonably designed to prevent violations of the Advisers Act from occurring, detect violations that have
occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material violations relating to the Fund to the Subadviser; (v) has met and will seek to continue to meet for so long as this Agreement remains
in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency necessary to be met in order to perform the services contemplated by this Agreement; (vi) has the
authority to enter into and perform the services contemplated by this Agreement; and (vii) will promptly notify Subadviser (1) of the occurrence of any event that would disqualify Investment Manager from serving as an investment adviser of
an investment company pursuant to Section 9(a) of the 1940 Act or otherwise, (2) in
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the event the SEC or other governmental authority has: censured Investment Manager; placed limitations upon its activities, functions or operations; or has commenced proceedings or an investigation that may result in
any of these actions or (3) upon having a reasonable basis for believing that the Fund has ceased to qualify or might not qualify as a regulated investment company under Subchapter M of the Code.
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(b)
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Investment Manager agrees that neither it nor any of its affiliates will in any way refer directly or indirectly to its relationship with Subadviser, or any of its affiliates in offering, marketing, or other promotional
materials without the prior written consent of Subadviser; provided that Investment Manager shall not be required to obtain Subadvisers prior written consent to make factual statements regarding the fact that Subadviser serves as subadviser to
the Fund, in responding to requests for information, in required disclosures or in responding to regulatory inquiries.
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(c)
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The Fund is and will continue to be the owner of all assets for which Investment Manager delegates investment discretion to Subadviser from time to time, and there are and will continue to be no restrictions on the
pledge, hypothecation, transfer, sale or public distribution of such assets.
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(d)
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Investment Manager is establishing and will be maintaining the Funds account with Subadviser solely for the purpose of investing the relevant assets and not with a view to obtaining information regarding portfolio
holdings or investment decisions in order to effect securities transactions based upon such information or to provide such information to another party, and that Investment Manager and its employees, officers and directors shall not use account
holdings information for any of the foregoing purposes.
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(e)
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The Board has approved the appointment of Subadviser pursuant to this Agreement.
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(f)
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The Investment Manager has adopted policies and procedures to comply with applicable anti-money laundering and customer identification program requirements, and to the best of the Investment Managers knowledge,
(i) the Subadviser Assets are not derived from, invested for the benefit of, or related in any way to, the governments of, or persons within, any country under a U.S. embargo enforced by Office of Foreign Assets Control (OFAC); (ii) the
Subadviser Assets have not been and will not be derived from or related to any illegal activities, including but not limited to, money laundering activities or a country embargoed by the United States; and (iii) the proceeds from the Fund will
not be used by the Fund, the Investment Manager, or their affiliates to finance any illegal activities.
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Document Number: 350384
8.
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Liability and Indemnification
.
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(a)
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Except as may otherwise be provided by the 1940 Act or any other applicable federal securities law, Subadviser,
any of its affiliates and any of the officers, principals, partners, employees, consultants, or agents thereof shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal and other expenses) incurred or suffered
by the Fund, Investment Manager, or any affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons thereof (as described in Section 15 of the Securities Act of 1933, as amended (the 1933
Act) ) (collectively, Fund and Investment Manager Indemnitees) as a result of any error of judgment or mistake of law by Subadviser with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate
in any way to exculpate, waive, or limit the liability of Subadviser for, and Subadviser shall indemnify and hold harmless the Fund and Investment Manager Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including
reasonable legal and other expenses) to which any of the Fund and Investment Manager Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based
on (i) any willful misconduct, bad faith, reckless disregard, or negligence of Subadviser in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact regarding Subadviser contained in the
Prospectus and SAI, proxy materials, reports, advertisements, sales literature, or other materials, in each case, pertaining to the Fund or the omission to state therein a material fact regarding Subadviser which was required to be stated therein or
necessary to make the statements therein not misleading, if such statement or omission was made in reliance upon written information furnished to Investment Manager or the Fund by Subadviser Indemnitees (as defined below) for use therein; provided,
however, that Subadviser has had a reasonable opportunity to review information regarding Subadviser contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund as set
forth in section 11; or (iii) any violation of federal or state statutes or regulations by Subadviser related to its performance of this Agreement. It is further understood and agreed that Subadviser may rely upon information furnished to it by
Investment Manager that the Subadviser reasonably believes to be accurate and reliable. Subadviser shall be liable for any loss incurred by the Fund, the Investment Manager or their respective affiliates to the extent such losses arise out of any
act or omission directly attributable to Subadviser which results, directly or indirectly, in an error in the net asset value of the Fund. The federal securities laws impose liabilities in certain circumstances on persons who act in good faith, and
therefore nothing herein shall in any way constitute a waiver or limitation of any rights which Investment Manager may have under any securities laws. Neither Subadviser nor any Subadviser Indemnitees (as defined below) shall be liable for any loss
or damage arising or resulting from the acts or omissions of the custodian of the Fund, any broker, financial institution or any other third party with or through whom Subadviser arranges or enters into a transaction in respect
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of the Fund, except to the extent that Subadviser or its affiliate instructed such broker, financial institution or third party to take such action or omission, and such instruction constituted willful misconduct, bad
faith, reckless disregard, or negligence Investment Manager understands and acknowledges that Subadviser does not warrant that the portion of the assets of the Fund managed by Subadviser will achieve any particular rate of return or that its
performance will match any benchmark index or other standard or objective.
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(b)
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Except as may otherwise be provided by the 1940 Act or any other federal securities law, Investment Manager and the Fund shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal
and other expenses) incurred or suffered by Subadviser or any of its affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons (as described in Section 15 of the 1933 Act) (collectively,
Subadviser Indemnitees) as a result of any error of judgment or mistake of law by Investment Manager with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate, waive, or
limit the liability of Investment Manager for, and Investment Manager shall indemnify and hold harmless Subadviser Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and other expenses) to
which any of Subadviser Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any willful misconduct, bad faith, reckless
disregard, or negligence of Investment Manager in the performance of its duties or obligations hereunder; (ii) any untrue statement of a material fact contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales
literature, or other materials pertaining to the Fund or the omission to state therein a material fact which was required to be stated therein or necessary to make the statements therein not misleading, unless such statement or omission concerned
Subadviser and was made in reliance upon written information furnished to Investment Manager or the Fund by a Subadviser Indemnitee for use therein and Subadviser had a reasonable opportunity to review information regarding Subadviser contained in
the Prospectus and SAI, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund as set forth in section 11, or (iii) any violation of federal or state statutes or regulations by Investment Manager or
the Fund.
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(c)
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After receipt by Investment Manager or Subadviser, its affiliates, or any officer, director, employee, or agent
of any of the foregoing, or any other party entitled to indemnification as stated in (a) or (b) above (Indemnified Party) of notice of the commencement of any action, if a claim in respect thereof is to be made against any person
obligated to provide indemnification under this section (Indemnifying Party), such Indemnified Party shall notify the Indemnifying Party in writing of the commencement thereof as soon as practicable after the summons or other first
written notification giving information of the nature of the claim that has been served upon the Indemnified Party; provided that the failure to
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so notify the Indemnifying Party will not relieve the Indemnifying Party from any liability under this section, except to the extent that the omission results in damages to the Indemnifying Party caused solely as a
result of the failure to give such notice or otherwise prejudices the Indemnifying Party. The Indemnifying Party, upon the request of the Indemnified Party, shall retain counsel reasonably satisfactory to the Indemnified Party to represent the
Indemnified Party in the proceeding, and shall pay the reasonable fees and disbursements of such counsel related to such proceeding. In any such proceeding, any Indemnified Party shall have the right to retain its own counsel, but the fees and
expenses of such counsel shall be at the expense of such Indemnified Party unless (1) the Indemnifying Party and the Indemnified Party shall have mutually agreed to the retention of such counsel, or (2) the named parties to any such
proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation by both parties by the same counsel would be inappropriate due to actual or potential differing interests between them. The
Indemnifying Party shall not be liable for any settlement of any proceeding effected without its written consent, which consent shall not be unreasonably withheld, but if settled with such consent or if there be a final judgment for the plaintiff,
the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment. Neither party hereto shall admit fault or wrongdoing of the other party without such other partys
prior written consent.
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9.
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Duration and Termination
.
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(a)
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Unless sooner terminated as provided herein, this Agreement shall continue for two years from the date written above. Thereafter, if not terminated, this Agreement shall continue automatically for successive periods of
12 months each, provided that such continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or interested persons (as defined in the 1940 Act) of any such
party, and (ii) by the Board or by a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund. If such approval is not granted for any
12-month
period, the Investment Manager shall notify the Subadviser, and this Agreement shall terminate upon the effective date stated in such notice, which shall be no earlier than the date of receipt by the Subadviser of such notice.
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(b)
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Notwithstanding the foregoing, this Agreement may be terminated at any time, without the payment of any penalty,
by the Board or by vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund on 60 days written notice to Subadviser. This Agreement may also be terminated, without the payment of any penalty, by
Investment Manager (i) upon 60 days written notice to Subadviser; (ii) upon material breach by Subadviser of any representations and warranties set forth in this Agreement, if such breach has not been cured within 20 days after
written notice of such breach; or (iii)
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immediately, upon written or electronic notice to the Subadviser, if, in the reasonable judgment of Investment Manager, Subadviser becomes unable to discharge its duties and obligations under this Agreement, including
circumstances such as the insolvency of Subadviser or other circumstances that could adversely affect the Fund. Subadviser may terminate this Agreement at any time, without payment of any penalty, (1) upon 60 days written notice to
Investment Manager; or (2) upon material breach by Investment Manager of any representations and warranties set forth in the Agreement, if such breach has not been cured within 20 days after written notice of such breach. This Agreement shall
terminate automatically in the event of its assignment (as defined in the 1940 Act) or upon the termination of the Advisory Agreement. For the avoidance of doubt, any termination shall be without prejudice to amounts due to Subadvisor as described
in paragraph 4.
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(c)
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The provisions of this Agreement shall survive the termination or expiration of this Agreement with respect to any matter existing prior to such termination or expiration that was subject to the provisions of this
Agreement. All payment obligations arising during the term of this Agreement shall continue until satisfied. Notwithstanding the foregoing, the provisions of paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 8(a), 8(b), 8(c), 15, 17, 18, 20 and 21
shall survive such termination of the Agreement.
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10.
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Subadvisers Services Are Not Exclusive
. Nothing in this Agreement shall limit or restrict the right of Subadviser or any of its partners, officers, principals or employees to engage in any other business or
to devote its, his or her time and attention in part to the management or other aspects of any business, whether of a similar or a dissimilar nature, or limit or restrict Subadvisers right to engage in any other business or to render services
of any kind to any other mutual fund, corporation, firm, individual, or association or other entity. Subadviser acts as adviser to other clients and may, subject to compliance with its fiduciary obligations, give advice, and take action, with
respect to any of those which may differ from (or may be the same as) the advice given, or the timing or nature of action taken, with respect to the Fund. Subject to its fiduciary obligation to the Fund, Subadviser shall have no obligation to
purchase or sell for the Fund, or to recommend for purchase or sale by the Fund, any security which Subadviser, its principals, affiliates or employees may purchase or sell for themselves or for any other clients.
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11.
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References to Subadviser
. Subadviser hereby grants to Investment Manager during the term of this Agreement, the right to use Subadvisers name as required for public filings and marketing materials for the
Fund in accordance with the terms described herein. Investment Manager agrees to furnish to Subadviser at its principal office all prospectuses, SAIs, proxy statements, reports to shareholders, sales literature, public filings, marketing
materials or other material prepared for distribution to sales personnel, shareholders of the Fund or the public, that
refer to Subadviser prior to the use thereof, and not to use such material if Subadviser reasonably objects in writing five
(5)
business days (or such other time as may be mutually agreed upon) after receipt thereof. Such materials
may be furnished to Subadviser hereunder by first-class or overnight mail, electronic or facsimile transmission, or hand
delivery.
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Document Number: 350384
12.
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Notices
. Any notice, statement, consent or approval required or permitted to be given in connection with this Agreement (Notice) shall be in writing and shall be sufficiently given if delivered
(whether in person, by post, by courier service or other personal method of delivery), or if transmitted by facsimile or other electronic means of communication:
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In the case of Subadviser:
Jacobs Levy Equity Management, Inc.
100 Campus Drive
P.O. Box 650
Florham Park, NJ 07932-0650
Attention: Kenneth Levy
Fax:
973-410-9333
E-mail:
ken.levy@jlem.com
with a copy to:
General Counsel at Jacobs Levy Equity Management, Inc.
Tel:
973-410-9222
Fax:
973-410-9333
E-mail:
jason.hoberman@jlem.com
In the case of Investment Manager:
Paul Mikelson
Vice President,
Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel: (612)
671-4452
Fax: (612)
671-0618
E-mail:
paul.a.mikelson@columbiathreadneedle.com
with a copy to:
Christopher O.
Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel: (612)
671-4321
Fax: (612)
671-2680
E-mail:
Christopher.o.petersen@ampf.com
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Any Notice delivered or transmitted to a party as provided above shall be deemed to have been given and received on the day it is delivered or transmitted,
provided that it is delivered or transmitted on any day that is not a Saturday, Sunday, or statutory holiday in the jurisdiction where the Notice is received (Business Day) prior to 5:00 p.m. local time in the place of delivery or
receipt. However, if the Notice is delivered or transmitted after 5:00 p.m. local time or if such day is not a Business Day then the Notice shall be deemed to have been given and received on the next Business Day.
Any party may, from time to time, change its address by giving Notice to the other party in accordance with the provisions of this section.
13.
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Amendments
. This Agreement may be amended by written consent of the parties hereto, subject to approval by the Board and the Funds shareholders to the extent required by the 1940 Act.
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14.
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Assignment
. No assignment (as defined in the 1940 Act, as amended) of this Agreement shall be made by Investment Manager or Subadviser without the prior written consent of the Fund, and, if required by law, the
Funds shareholders, and Investment Manager or Subadviser (as applicable). Notwithstanding the foregoing, no assignment shall be deemed to result from any changes in the directors, officers, or employees of Investment Manager or Subadviser
except as may be provided to the contrary in the 1940 Act or the rules and regulations thereunder.
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15.
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Governing Law
. This Agreement, and, in the event of termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be governed by the laws of the
Commonwealth of Massachusetts, without giving effect to the conflicts of laws principles thereof, or any applicable provisions of the 1940 Act. To the extent that the laws of the Commonwealth of Massachusetts, or any of the provision of this
Agreement, conflict with applicable provisions of the 1940 Act, the latter shall control. The Investment Manager and Subadviser hereby consent to the jurisdiction of a state or federal court situated in the Commonwealth of Massachusetts in
connection with any dispute arising hereunder. Any action or dispute between the Investment Manager and the Subadviser arising out of this Agreement shall be brought exclusively in the state or federal courts of the Commonwealth of Massachusetts.
The Investment Manager and Subadviser hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which either party may now or hereafter have to the laying of venue of any such proceeding brought in such a court and
any claim that such proceeding brought in such a court has been brought in an inconvenient forum.
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16.
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Entire Agreement
. This Agreement embodies the entire agreement and understanding among the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof.
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Document Number: 350384
17.
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Severability
. Should any part of this Agreement be held invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement and, in the event of
termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.
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18.
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Interpretation
. Any questions of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to
such term or provision in the 1940 Act and to interpretation thereof, if any, by the federal courts or, in the absence of any controlling decision of any such court, by rules, regulations, or orders of the SEC validly issued pursuant to the 1940
Act. Where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is altered by a rule, regulation, or order of the SEC, whether of special or general application, such provision shall be deemed to incorporate the
effect of such rule, regulation, or order.
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19.
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Headings
. The headings in this Agreement are intended solely as a convenience and are not intended to modify any other provision herein.
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20.
|
Authorization
. Each of the parties represents and warrants that the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by
all necessary corporate action by such party and when so executed and delivered, this Agreement will be the valid and binding obligation of such party in accordance with its terms.
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21.
|
No Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries
to the Agreement or any other agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in
respect of this Agreement (with the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to,
(i) create in any other person (including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation
on the part of the Investment Manager or Subadviser (including without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.
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Document Number: 350384
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their officers designated below as of the day and year first above
written.
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Columbia Management Investment Advisers, LLC
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Jacobs Levy Equity Management, Inc.
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By:
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David Weiss
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By:
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Kenneth N. Levy
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Signature
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Signature
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Name:
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David Weiss
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Name:
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Kenneth N. Levy
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Printed
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Printed
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Title:
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Vice President and Assistant Secretary
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Title:
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Vice President
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Document Number: 350384
SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
19
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Document Number: 350349
SUBADVISORY AGREEMENT
Agreement made as of the 15
th
day of February, 2017 by and between Columbia Management
Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager), and Los Angeles Capital Management and Equity Research, Inc., a California corporation (Subadviser).
WHEREAS, the Fund listed in Schedule A is a series of an investment company registered under the Investment Company Act of 1940, as amended
(the 1940 Act).
WHEREAS, Investment Manager entered into a Management Agreement (the Advisory Agreement) with the
Fund pursuant to which Investment Manager provides investment advisory services to the Fund.
WHEREAS, Investment Manager and the Fund
each desire to retain Subadviser to provide investment advisory services to the Fund, and Subadviser is willing to render such investment advisory services.
WHEREAS, the effective date of this Agreement is May 1, 2017.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
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(a)
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Portfolio Management
. Subject to supervision by Investment Manager and the Funds Board of Directors/Trustees (the Board), Subadviser shall manage the investment operations and the composition of
that portion of the assets of the Fund which is allocated to Subadviser from time to time by Investment Manager (which portion may include any or all of the Funds assets), including the purchase, retention, and disposition thereof, in
accordance with the Funds investment objectives, policies, and restrictions, and subject to the following understandings:
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(i)
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Investment Decisions
. Subadviser shall determine from time to time what investments and securities will be purchased, retained, or sold with respect to that portion of the Fund allocated to it by Investment
Manager, and what portion of such assets will be invested or held uninvested as cash. Subadviser is prohibited from consulting with any other subadviser of the Fund concerning transactions of the Fund in securities or other assets, other than for
purposes of complying with the conditions of Rule
12d3-1(a)
or (b) of the 1940 Act. Subadviser will not be responsible for voting proxies issued by companies held in the Fund although Investment Manager
may consult with Subadviser from time to time regarding the voting of proxies of securities owned by the Fund. Subadviser will not be responsible for filing claims in class action settlements related to securities currently or previously held by
that portion of the Fund allocated to it by Investment Manager, although Investment Manager may consult with Subadviser from time to time regarding the filing of claims in class action settlements.
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(ii)
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Investment Limits
. In the performance of its duties and obligations under this Agreement, Subadviser shall act in conformity with applicable limits and requirements, as amended from time to time, as set forth in
the (a) Funds prospectus (Prospectus) and the Funds Statement of Additional Information (SAI); (b) instructions and directions of Investment Manager and of the Board; and (c) requirements of the 1940
Act, the Internal Revenue Code of 1986, as amended (the Code), as applicable to the Fund, and all other applicable federal and state laws and regulations. Investment Manager agrees to give Subadviser prompt written notice if Investment
Manager believes any recommendations, advice or investments to be in violation of (a), (b) or (c) above.
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(iii)
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Portfolio Transactions
.
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(A)
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Trading
. With respect to the securities and other investments to be purchased or sold for the Fund, Subadviser shall place orders with or through such persons, brokers, dealers, or futures commission merchants
(including, but not limited to, broker-dealers that are affiliated with Investment Manager or Subadviser) selected by Subadviser; provided, however, that such orders shall be consistent with Subadvisers brokerage policy; conform with federal
securities laws; and be consistent with seeking best execution. The Subadviser may consider the research, investment information, and other services provided by, and the financial responsibility of, brokers, dealers, or futures commission merchants
who may effect, or be a party to, any such transaction or other transactions to which Subadvisers other clients may be a party in accordance with Section 28(e) of the Securities Exchange Act of 1934, as amended. To the extent permitted by law,
and consistent with its obligation to seek best execution, Subadviser may execute transactions or pay a broker-dealer a commission, spread or markup in excess of that which another broker-dealer might have charged for executing a transaction
provided that Subadviser determines, in good faith, that the execution is appropriate or the commission, spread or markup is reasonable in relation to the value of the brokerage and/or research services provided, viewed in terms of either that
particular transaction or Subadvisers overall responsibilities with respect to the Fund and other clients for which it acts as subadviser. Notwithstanding anything herein to the contrary, to the extent Subadviser is directed by Investment
Manager to use a particular broker or brokers to borrow securities to cover securities sold short, Subadviser shall have no responsibility for setting the rate charged to borrow a security or otherwise ensuring that the rate charged by such broker
to borrow a security is favorable.
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(B)
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Aggregation of Trades
. Subadviser, to the extent permitted by applicable laws and regulations, may, but shall be under no obligation to, aggregate the securities or other investments to be sold or purchased for
the Fund as well as other clients of Subadviser in order to seek best execution. In such event, allocation of the securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, will be made by Subadviser
in the manner Subadviser considers to be the most equitable and consistent with its fiduciary obligations to the Fund and to such other clients.
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(C)
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Subadviser will not arrange purchases or sales of securities or other investments between the Fund and other accounts advised by Subadviser or its affiliates unless (a) such purchases or sales are in accordance
with applicable law (including Rule
17a-7
of the 1940 Act) and the Funds policies and procedures as provided in writing to Subadviser along with any amendments, and (b) Subadviser determines the
purchase or sale is in the best interests of the Fund.
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(iv)
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Records and Reports
. Subadviser (a) shall maintain such books and records for such time periods as are required of an
SEC-registered
investment adviser to an
investment company registered under the 1940 Act, (b) shall render to the Board such periodic and special reports as the Board (or a Committee thereof) or Investment Manager may reasonably request in writing, and (c) shall meet with any
persons at the request of Investment Manager or the Board for the purpose of reviewing Subadvisers performance under this Agreement at reasonable times and upon reasonable advance notice.
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(v)
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Transaction Reports.
Subadviser shall provide Investment Manager a daily trade file with information relating to all transactions concerning the allocated portion of the Funds assets for which Subadviser is
responsible and shall provide Investment Manager with such other information regarding the Fund upon Investment Managers reasonable request. Subadviser shall affirm or send a trade file of these transactions as instruction to the custodian of
the Fund.
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(b)
|
Compliance Program and Ongoing Certification(s).
As requested, Subadviser shall timely provide to
Investment Manager (i) information and commentary for the Funds annual and semi-annual reports, in a format approved by Investment Manager, and shall (a) certify that such information and commentary does not contain any untrue
statement of a material fact or omit to state a material fact
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necessary to make the information and commentary not misleading, in a format reasonably requested by Investment Manager, as it may be amended from time to time, and (b) provide (i) additional certifications related
to Subadvisers management of the Fund in order to support the Funds filings on Form
N-CSR
and Form
N-Q,
and the Funds Principal Executive
Officers and Principal Financial Officers certifications under Rule
30a-2
of the 1940 Act, thereon; in a format reasonably requested by Investment Manager, as it may be amended from time to time,
(ii) a quarterly
sub-certification
with respect to compliance matters related to Subadviser and Subadvisers management of the Fund, in a format reasonably requested by Investment Manager, as it may
be amended from time to time; (iii) an annual certification from Subadvisers Chief Compliance Officer, appointed under Rule
206(4)-7
of the Investment Advisers Act of 1940 (the Advisers
Act), or his or her designee with respect to the design and operation of Subadvisers compliance program, in a format reasonably requested by Investment Manager, as it may be amended from time to time; and (iv) from time to time
Subadviser shall provide such certifications to assist Investment Manager in fulfilling Investment Managers obligations under Rule
38a-1
of the 1940 Act, as are reasonably requested by the Fund or
Investment Manager. In addition, Subadviser will, from time to time, provide a written assessment of its compliance program in conformity with current industry standards that is reasonably acceptable to Investment Manager to enable the Fund to
fulfill its obligations under Rule
38a-1
of the 1940 Act.
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|
(c)
|
Maintenance of Records
. Subadviser shall timely furnish to Investment Manager all information relating to Subadvisers services hereunder which Subadviser is required by law or regulation to keep and which
are needed by Investment Manager to maintain the books and records of the Fund required under the 1940 Act. Subadviser agrees that all records which it maintains for the Fund are the property of the Fund and Subadviser will surrender promptly to the
Fund any of such records upon the Funds request; provided, however, that Subadviser may retain a copy of such records. Subadviser further agrees to preserve for the periods prescribed under the 1940 Act any such records as are required to be
maintained by it pursuant to paragraph 1(a) hereof.
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|
(d)
|
Insurance and Code of Ethics
. Subadviser will provide the Fund with reasonable evidence that, with respect to its activities on behalf of the Fund, Subadviser is maintaining (i) adequate errors and omissions
insurance and (ii) an appropriate Code of Ethics and related reporting procedures.
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|
(e)
|
Confidentiality
. Each of the parties hereto agrees that it shall exercise the same standard of care that
it uses to protect its own confidential and proprietary information (Confidential Information), but no less than reasonable care, to protect the Confidential Information of the other party. As used herein, Confidential Information,
includes, but is not limited, to Fund Portfolio Information, which refers to confidential and proprietary information with regard to (i) the portfolio holdings and characteristics of the portion of the Fund allocated
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Document Number: 350349
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to Subadviser that Subadviser manages under the terms of this Agreement, and (ii) any copies of any agreements between the Investment Manager and its various counterparties and all the terms and provisions
contained therein, which the Investment Manager (which term shall include the Investment Managers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants) may furnish, disclose or reveal to
Subadviser (which term shall include Subadvisers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants). Each party hereby agrees to restrict access to the other partys Confidential
Information to its employees who will use it only for the purpose of providing services under this Agreement. The foregoing shall not prevent a party from disclosing Confidential Information (1) that is publicly known or becomes publicly known
through no unauthorized act; (2) that is rightfully received from a third party without obligation of confidentiality; (3)(a) that, in the case of Investment Managers Confidential Information, is approved in writing by Investment Manager
for disclosure, (3)(b) that, in the case of Subadvisers Confidential Information, is approved in writing by Subadviser for disclosure; (4)(a) that is disclosed in the course of a regulatory examination or (b) that is required to be
disclosed pursuant to a requirement of a governmental or regulatory agency or law, so long as the
non-disclosing
party provides (to the extent permitted under applicable law) the disclosing party (i.e., the
party whose Confidential Information would be disclosed) with prompt written notice of such requirement prior to any such disclosure; however, Subadviser is not required to provide such notice if information is provided on an aggregate basis without
specific attribution to the Fund; (5) to affiliates that have a reason to know such information; (6) to the custodian of the Fund; (7) to brokers and dealers that are counterparties for trades for the Fund; (8) to futures
commission merchants executing or clearing transactions in connection with the Fund, if applicable; and (9) to third party service providers to Subadviser subject to confidentiality agreements or duties. Notwithstanding the foregoing, to the
extent Fund Portfolio Information is similar to investments for other clients of Subadviser, Subadviser may disclose such investments without direct reference to the Fund. Investment Manager agrees that Subadviser may identify Investment Manager or
the Fund by name in Subadvisers current client list. Such list may be used with third parties.
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|
(f)
|
Cooperation
. As reasonably requested by Investment Manager or the Board and in accordance with the scope of Subadvisers obligations and responsibilities contained in this Agreement, Subadviser will
cooperate with, and provide reasonable assistance to, Investment Manager or the Fund as needed in order for Investment Manager and the Fund to comply with applicable laws, rules and regulations, including, but not limited to, compliance with the
Sarbanes-Oxley Act and the rules and regulations promulgated by the SEC thereunder and the evaluation of any actions under U.S. or foreign securities laws pursuant to which the Fund may be able to assert a potential claim.
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Document Number: 350349
2.
|
Investment Managers Duties
. Investment Manager shall continue to have responsibility for all other services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review
Subadvisers performance of its duties under this Agreement. Investment Manager shall also retain direct portfolio management responsibility with respect to any assets of the Fund which are not allocated by it to the portfolio management of
Subadviser as provided in paragraph 1(a) hereof or to any other subadviser. Investment Manager will periodically provide to Subadviser a list of the affiliates of Investment Manager or the Fund to which investment restrictions apply, and will
specifically identify in writing (a) all publicly traded companies that issue securities in which the Fund may not invest, together with ticker symbols for all such companies, and (b) any affiliated brokers and any restrictions that apply
to the use of those brokers by Subadviser. Neither Subadviser nor any of its directors, officers, partners, principals, employees or agents shall have responsibility whatsoever for, and shall incur no liability on account of
(i) diversification, selection or establishment of such investment objectives, policies and restrictions of the Fund, (ii) advice on, or management of, any assets for the Fund other than the assets for which Investment Manager has
delegated investment discretion to Subadviser, (iii) filing of any tax or information returns or forms, withholding or paying any taxes, or seeking any exemption or refund, (iv) registration of the Fund with any government or agency,
(v) administration of the plans and trusts investing in the Fund, or (vi) overall Fund compliance with requirements of the 1940 Act and Subchapter M of the Code, relating to percentage limitations applicable to the Funds assets that
would require knowledge of the Funds holdings other than the assets subject to this Agreement.
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3.
|
Documents Provided to Subadviser
. Investment Manager has delivered or will deliver to Subadviser current copies and supplements thereto of each of the Prospectus and SAI pertaining to the Fund, and will promptly
deliver to it all future amendments and supplements, if any.
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4.
|
Compensation of Subadviser
. For the services provided and the expenses assumed pursuant to this Agreement, Investment Manager will pay to Subadviser, effective from the date of this Agreement, a fee which shall
be accrued daily and paid monthly, on or before the last business day of the next succeeding calendar month, at the annual rates as a percentage of the Funds average daily net assets or the average daily net assets of the portion of the
Funds assets that is managed by Subadviser, as applicable, set forth in the attached Schedule A which Schedule can be modified from time to time upon mutual agreement of the parties to reflect changes in annual rates, subject to appropriate
approvals required by the 1940 Act, if any. If this Agreement becomes effective or terminates before the end of any month, the fee for the period from the effective date to the end of the month or from the beginning of such month to the date of
termination, as the case may be, shall be prorated according to the proportion that such portion of the month bears to the full month in which such effectiveness or termination occurs. During the term of this Agreement, Subadviser will pay all
expenses incurred by it in connection with its activities under this Agreement other than costs in connection with the purchase or sale of securities and other assets (including brokerage commissions, if any) for the Fund.
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6
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Document Number: 350349
5.
|
Expenses
. Subadviser shall bear all expenses incurred by it and its staff with respect to all activities in connection with the performance of Subadvisers services under this Agreement, including but not
limited to salaries, overhead, travel, preparation of Board materials, review of marketing materials relating to Subadviser or other information provided by Subadviser to Investment Manager and/or the Funds distributor, and marketing support.
Subadviser agrees to pay to Investment Manager the cost of generating a prospectus supplement, which includes preparation, filing, printing, and distribution (including mailing) of the supplement, if the Subadviser makes any changes that require
immediate disclosure in the prospectus or any required regulatory documents that may be caused by changes to its structure or ownership, to investment personnel, to investment style or management, or otherwise (Changes), and at the time
of notification to the Fund or Investment Manager by the Subadviser of such Changes, the Fund is not generating a supplement for other purposes or the Fund or the Investment Manager does not wish to add such Changes to a pending supplement. In the
event two or more subadvisers, if applicable, each require a supplement simultaneously, the expense (other than the costs of printing and mailing) of a combined supplement will be shared pro rata with such other subadviser(s) based upon the number
of pages required by each such subadviser, and each such subadviser shall pay its pro rata share of printing and mailing costs and expenses based upon the number of supplements required to be printed and mailed. All other expenses not specifically
assumed by Subadviser hereunder or by Investment Manager under the Advisory Agreement are borne by the applicable Fund.
|
In
the event that there is a proposed change in control of Subadviser that would act to terminate this Agreement, if a vote of shareholders to approve continuation of this Agreement is at that time deemed by counsel to the Fund to be required by the
1940 Act or any rule or regulation thereunder, Subadviser agrees to assume all reasonable costs associated with soliciting shareholders of the appropriate Fund(s), to approve continuation of this Agreement. Such expenses include the reasonable costs
of preparation, filing and mailing of a proxy statement, and of soliciting proxies.
In the event that such proposed change in control of
Subadviser shall occur and the Fund is operating under an exemptive order issued by the SEC to Investment Manager with respect to the appointment of subadvisers absent shareholder approval, Subadviser agrees to assume all reasonable costs and
expenses (including the costs of preparation, mailing and filing) associated with the preparation of an information statement, required by the exemptive order containing all information that would be included in a proxy statement.
6.
|
Representations of Subadviser
. Subadviser represents and warrants as follows:
|
|
(a)
|
Subadviser (i) is registered as an investment adviser under the Advisers Act and will continue to be so
registered for so long as this Agreement remains in effect; (ii) is not an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act (other than by virtue of serving as a Subadviser to the
Fund); (iii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement; (iv) has
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Document Number: 350349
|
appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (v) has adopted written policies and procedures that are reasonably designed to prevent
violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material violations relating to the Fund to Investment Manager;
(vi) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency necessary to
be met in order to perform the services contemplated by this Agreement; (vii) has the authority to enter into and perform the services contemplated by this Agreement; and (viii) will promptly notify Investment Manager (1) in the event
that Subadviser becomes an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act; (2) of the occurrence of any event that would disqualify Subadviser from serving as an investment
adviser of an investment company pursuant to Section 9(a) of the 1940 Act, (3) in the event the Securities and Exchange Commission (the SEC) or other governmental authority has: censured Subadviser; placed limitations upon the
activities, functions or operations of Subadviser; or has commenced proceedings or an investigation that may result in any of these actions, (4) upon having a reasonable basis for believing that the Fund has ceased to qualify or might not
qualify as a regulated investment company under Subchapter M of the Code and (5) of any material fact known to Subadviser respecting or relating to Subadviser that is not contained in the Prospectus, and is required to be stated therein or
necessary to make the statements therein not misleading, or of any statement relating to Subadviser contained therein that becomes untrue in any material respect.
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|
(b)
|
Subadviser has adopted a written code of ethics complying with the requirements of Rule
17j-1
under the 1940 Act and will provide Investment Manager with a copy of the code of
ethics. Within 60 days of the end of the last calendar quarter of each year that this Agreement is in effect, a duly authorized officer of Subadviser shall certify to Investment Manager that there has been no material violation of Subadvisers
code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. To the extent Subadviser has approved any material changes to its code of ethics, such revised code together with an explanation of
such amendments shall be promptly (but in no event later than 60 days) provided to Investment Manager.
|
|
(c)
|
Subadviser has provided Investment Manager with a copy of a document intended to address the disclosures specified in Form ADV Part 2A, and promptly will furnish a copy of any amendments to such document to Investment
Manager (at least annually). Investment Manager acknowledges that, under Rule
204-3
under the Advisers Act, as amended, to the extent Subadvisers only clients are registered investment companies,
Subadviser is not required to file a Form ADV, Part 2A, with the SEC.
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Document Number: 350349
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(d)
|
Subadviser will promptly notify Investment Manager of any changes in the controlling shareholder, in the key personnel who are either the portfolio manager(s) responsible for the Fund or the Chief Executive Officer of
Subadviser, or if there is otherwise an actual change in control or management of Subadviser.
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7.
|
Representations of Investment Manager
. Investment Manager represents and warrants as follows:
|
|
(a)
|
Investment Manager (i) is registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) is not prohibited by the 1940
Act or the Advisers Act from performing the services contemplated by this Agreement; (iii) has appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (iv) has adopted written
policies and procedures that are reasonably designed to prevent violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material
violations relating to the Fund to the Subadviser; (v) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any
regulatory or industry self-regulatory agency necessary to be met in order to perform the services contemplated by this Agreement; (vi) has the authority to enter into and perform the services contemplated by this Agreement; and (vii) will
promptly notify Subadviser (1) of the occurrence of any event that would disqualify Investment Manager from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise, (2) in the event
the SEC or other governmental authority has: censured Investment Manager; placed limitations upon its activities, functions or operations; or has commenced proceedings or an investigation that may result in any of these actions or (3) upon
having a reasonable basis for believing that the Fund has ceased to qualify or might not qualify as a regulated investment company under Subchapter M of the Code.
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|
(b)
|
Investment Manager agrees that neither it nor any of its affiliates will in any way refer directly or indirectly to its relationship with Subadviser, or any of its affiliates in offering, marketing, or other promotional
materials without the prior written consent of Subadviser; provided that Investment Manager shall not be required to obtain Subadvisers prior written consent to make factual statements regarding the fact that Subadviser serves as subadviser to
the Fund, in responding to requests for information, in required disclosures or in responding to regulatory inquiries.
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|
(c)
|
The Fund is and will continue to be the owner of all assets for which Investment Manager delegates investment discretion to Subadviser from time to time, and there are and will continue to be no restrictions on the
pledge, hypothecation, transfer, sale or public distribution of such assets.
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Document Number: 350349
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(d)
|
Investment Manager is establishing and will be maintaining the Funds account with Subadviser solely for the purpose of investing the relevant assets and not with a view to obtaining information regarding portfolio
holdings or investment decisions in order to effect securities transactions based upon such information or to provide such information to another party, and that Investment Manager and its employees, officers and directors shall not use account
holdings information for any of the foregoing purposes.
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|
(e)
|
The Board has approved the appointment of Subadviser pursuant to this Agreement.
|
8.
|
Liability and Indemnification
.
|
|
(a)
|
Except as may otherwise be provided by the 1940 Act or any other federal securities law, Subadviser, any of its
affiliates and any of the officers, partners, employees, consultants, or agents thereof shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal and other expenses) incurred or suffered by the Fund, Investment
Manager, or any affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons thereof (as described in Section 15 of the Securities Act of 1933, as amended (the 1933 Act) ) (collectively,
Fund and Investment Manager Indemnitees) as a result of any error of judgment or mistake of law by Subadviser with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate,
waive, or limit the liability of Subadviser for, and Subadviser shall indemnify and hold harmless the Fund and Investment Manager Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and
other expenses) to which any of the Fund and Investment Manager Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any
willful misconduct, bad faith, reckless disregard, or negligence of Subadviser in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact regarding Subadviser contained in the Prospectus and
SAI, proxy materials, reports, advertisements, sales literature, or other materials pertaining to the Fund or the omission to state therein a material fact regarding Subadviser known to Subadviser which was required to be stated therein or necessary
to make the statements therein not misleading, if such statement or omission was made in reliance upon written information furnished to Investment Manager or the Fund by Subadviser Indemnitees (as defined below) for use therein; provided, however,
that Subadviser has had a reasonable opportunity to review information regarding Subadviser contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund as set forth in
section 11; or (iii) any violation of federal or state statutes or regulations by Subadviser. It is further understood and agreed that Subadviser may rely upon information furnished to it by Investment Manager that it reasonably believes to be
accurate and reliable. Subadviser shall be liable for any loss incurred by the Fund, the Investment Manager or their respective affiliates to the extent such
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Document Number: 350349
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losses arise out of any act or omission directly attributable to Subadviser which results, directly or indirectly, in an error in the net asset value of the Fund. The federal securities laws impose liabilities in
certain circumstances on persons who act in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of any rights which Investment Manager may have under any securities laws. Neither Subadviser nor any Subadviser
Indemnitees (as defined below) shall be liable for any loss or damage arising or resulting from the acts or omissions of the custodian of the Fund, any broker, financial institution or any other third party with or through whom Subadviser arranges
or enters into a transaction in respect of the Fund, except to the extent that Subadviser or its affiliate instructed such broker, financial institution or third party to take such action or omission. Investment Manager understands and acknowledges
that Subadviser does not warrant that the portion of the assets of the Fund managed by Subadviser will achieve any particular rate of return or that its performance will match any benchmark index or other standard or objective.
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|
(b)
|
Except as may otherwise be provided by the 1940 Act or any other federal securities law, Investment Manager and the Fund shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal
and other expenses) incurred or suffered by Subadviser or any of its affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons (as described in Section 15 of the 1933 Act) (collectively,
Subadviser Indemnitees) as a result of any error of judgment or mistake of law by Investment Manager with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate, waive, or
limit the liability of Investment Manager for, and Investment Manager shall indemnify and hold harmless Subadviser Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and other expenses) to
which any of Subadviser Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any willful misconduct, bad faith, reckless
disregard, or negligence of Investment Manager in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales
literature, or other materials pertaining to the Fund or the omission to state therein a material fact known to Investment Manager which was required to be stated therein or necessary to make the statements therein not misleading, unless such
statement or omission concerned Subadviser and was made in reliance upon written information furnished to Investment Manager or the Fund by a Subadviser Indemnitee for use therein, or (iii) any violation of federal or state statutes or
regulations by Investment Manager or the Fund.
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|
(c)
|
After receipt by Investment Manager or Subadviser, its affiliates, or any officer, director, employee, or agent
of any of the foregoing, entitled to indemnification as stated in (a) or (b) above (Indemnified Party) of notice of the commencement of any action, if a claim in respect thereof is to be made against any person obligated
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Document Number: 350349
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to provide indemnification under this section (Indemnifying Party), such Indemnified Party shall notify the Indemnifying Party in writing of the commencement thereof as soon as practicable after the summons
or other first written notification giving information of the nature of the claim that has been served upon the Indemnified Party; provided that the failure to so notify the Indemnifying Party will not relieve the Indemnifying Party from any
liability under this section, except to the extent that the omission results in damages to the Indemnifying Party caused solely as a result of the failure to give such notice. The Indemnifying Party, upon the request of the Indemnified Party, shall
retain counsel satisfactory to the Indemnified Party to represent the Indemnified Party in the proceeding, and shall pay the fees and disbursements of such counsel related to such proceeding. In any such proceeding, any Indemnified Party shall have
the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Party unless (1) the Indemnifying Party and the Indemnified Party shall have mutually agreed to the retention of such
counsel, or (2) the named parties to any such proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation by both parties by the same counsel would be inappropriate due to actual
or potential differing interests between them. The Indemnifying Party shall not be liable for any settlement of any proceeding effected without its written consent, which consent shall not be unreasonably withheld, but if settled with such consent
or if there be a final judgment for the plaintiff, the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment.
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9.
|
Duration and Termination
.
|
|
(a)
|
Unless sooner terminated as provided herein, this Agreement shall continue for two years from the date written above. Thereafter, if not terminated, this Agreement shall continue automatically for successive periods of
12 months each, provided that such continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or interested persons (as defined in the 1940 Act) of any such
party, and (ii) by the Board or by a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
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|
(b)
|
Notwithstanding the foregoing, this Agreement may be terminated at any time, without the payment of any penalty,
by the Board or by vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund on 60 days written notice to Subadviser. This Agreement may also be terminated, without the payment of any penalty, by
Investment Manager (i) upon 60 days written notice to Subadviser; (ii) upon material breach by Subadviser of any representations and warranties set forth in this Agreement, if such breach has not been cured within 20 days after
written notice of such breach; or (iii) immediately if, in the reasonable judgment of Investment Manager, Subadviser becomes unable to discharge its duties and obligations under this Agreement, including
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Document Number: 350349
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circumstances such as the insolvency of Subadviser or other circumstances that could adversely affect the Fund. Subadviser may terminate this Agreement at any time, without payment of any penalty, (1) upon 60
days written notice to Investment Manager; or (2) upon material breach by Investment Manager of any representations and warranties set forth in the Agreement, if such breach has not been cured within 20 days after written notice of such
breach. This Agreement shall terminate automatically in the event of its assignment (as defined in the 1940 Act) or upon the termination of the Advisory Agreement.
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|
(c)
|
In the event of termination of the Agreement, those paragraphs of the Agreement which govern conduct of the parties future interactions with respect to Subadviser having provided investment management services to
the Fund for the duration of the Agreement, including, but not limited to, paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 8(a), 8(b), 8(c), 15, 17, 18, 20 and 21 shall survive such termination of the Agreement.
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10.
|
Subadvisers Services Are Not Exclusive
. Nothing in this Agreement shall limit or restrict the right of Subadviser or any of its partners, officers, or employees to engage in any other business or to devote
his or her time and attention in part to the management or other aspects of any business, whether of a similar or a dissimilar nature, or limit or restrict Subadvisers right to engage in any other business or to render services of any kind to
any other mutual fund, corporation, firm, individual, or association or other entity. Subadviser acts as adviser to other clients and may, subject to compliance with its fiduciary obligations, give advice, and take action, with respect to any of
those which may differ from the advice given, or the timing or nature of action taken, with respect to the Fund. Subject to its fiduciary obligation to the Fund, Subadviser shall have no obligation to purchase or sell for the Fund, or to recommend
for purchase or sale by the Fund, any security which Subadviser, its principals, affiliates or employees may purchase or sell for themselves or for any other clients.
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11.
|
References to Subadviser
. Subadviser hereby grants to Investment Manager during the term of this Agreement, the right to use Subadvisers name as required for public filings and marketing materials in
accordance with the terms described herein. Investment Manager agrees to furnish to Subadviser at its principal office all prospectuses, SAIs, proxy statements, reports to shareholders, sales literature, or other material prepared for
distribution to sales personnel, shareholders of the Fund or the public, that
refer to Subadviser prior to the use thereof, and not to use such material if Subadviser reasonably objects in writing five (5)
business days (or such
other time as may be mutually agreed upon) after receipt thereof. Such materials
may be furnished to Subadviser hereunder by first-class or overnight mail, electronic or facsimile transmission, or hand delivery.
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12.
|
Notices
. Any notice, statement, consent or approval required or permitted to be given in connection with this Agreement (Notice) shall be in writing and shall be sufficiently given if delivered
(whether in person, by post, by courier service or other personal method of delivery), or if transmitted by facsimile or other electronic means of communication:
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13
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Document Number: 350349
In the case of Subadviser:
Chief Executive Officer
Los Angeles Capital Management and Equity Research, Inc.
11150 Santa Monica Blvd, Suite 200
Los Angeles, CA 90025
Tel: (310)
479-9998
Fax: (310)
479-9930
with a copy to:
General Counsel
Los Angeles Capital Management and Equity Research, Inc.
11150 Santa Monica Blvd, Suite 200
Los Angeles, CA 90025
Tel: (310)
479-9998
Fax: (310)
479-9930
In the case of Investment Manager:
Paul Mikelson
Vice President, Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel: (612)
671-4452
Fax: (612)
671-0618
with a copy to:
Christopher O. Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel: (612)
671-4321
Fax: (612)
671-2680
Any Notice delivered or transmitted to a party as provided above shall be deemed to have been given and received on the day it is delivered or transmitted,
provided that it is delivered or transmitted on any day that is not a Saturday, Sunday, or statutory holiday in the jurisdiction where the Notice is received (Business Day) prior to 5:00 p.m. local time in the place of delivery or
receipt. However, if the Notice is delivered or transmitted after 5:00 p.m. local time or if such day is not a Business Day then the Notice shall be deemed to have been given and received on the next Business Day.
14
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Document Number: 350349
Any party may, from time to time, change its address by giving Notice to the other party in accordance with the provisions of this section.
13.
|
Amendments
. This Agreement may be amended by mutual consent, subject to approval by the Board and the Funds shareholders to the extent required by the 1940 Act.
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14.
|
Assignment
. No assignment (as defined in the 1940 Act, as amended) of this Agreement shall be made by Investment Manager or Subadviser without the prior written consent of the Fund, and, if required by law, the
Funds shareholders, and Investment Manager or Subadviser (as applicable). Notwithstanding the foregoing, no assignment shall be deemed to result from any changes in the directors, officers, or employees of Investment Manager or Subadviser
except as may be provided to the contrary in the 1940 Act or the rules and regulations thereunder.
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15.
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Governing Law
. This Agreement, and, in the event of termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be governed by the laws of the
commonwealth of Massachusetts, without giving effect to the conflicts of laws principles thereof, or any applicable provisions of the 1940 Act. To the extent that the laws of the commonwealth of Massachusetts, or any of the provision of this
Agreement, conflict with applicable provisions of the 1940 Act, the latter shall control. The Investment Manager and Subadviser hereby consent to the jurisdiction of a state of federal court situated in the Commonwealth of Massachusetts in
connection with any dispute arising hereunder. Any action or dispute between the Investment Manager and the Subadviser arising out of this Agreement shall be brought exclusively in the state of federal courts of the Commonwealth of Massachusetts.
The Investment Manager and Subadviser hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which either party may now or hereafter have to the laying of venue of any such proceeding brought in such a court and
any claim that such proceeding brought in such a court has been brought in an inconvenient forum.
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16.
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Entire Agreement
. This Agreement embodies the entire agreement and understanding among the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof.
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17.
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Severability
. Should any part of this Agreement be held invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement and, in the event of
termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.
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18.
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Interpretation
. Any questions of interpretation of any term or provision of this Agreement having a
counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such term or provision in the 1940 Act and to interpretation thereof, if any, by the federal courts or, in the absence of any controlling
decision of any such court, by rules, regulations, or orders of the SEC validly issued
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Document Number: 350349
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pursuant to the 1940 Act. Where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is altered by a rule, regulation, or order of the SEC, whether of special or general application,
such provision shall be deemed to incorporate the effect of such rule, regulation, or order.
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19.
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Headings
. The headings in this Agreement are intended solely as a convenience and are not intended to modify any other provision herein.
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20.
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Authorization
. Each of the parties represents and warrants that the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by
all necessary corporate action by such party and when so executed and delivered, this Agreement will be the valid and binding obligation of such party in accordance with its terms.
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21.
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No Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries
to the Agreement or any other agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in
respect of this Agreement (with the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to,
(i) create in any other person (including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation
on the part of the Investment Manager or Subadviser (including without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.
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Document Number: 350349
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their officers designated below as of the day and year first above
written.
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Columbia Management Investment Advisers, LLC
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Los Angeles Capital Management and Equity Research, Inc.
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By:
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David Weiss
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By:
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Daniel E. Allen
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Signature
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Signature
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Name:
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David Weiss
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Name:
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Daniel E. Allen
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Printed
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Printed
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Title:
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Vice President and Assistant Secretary
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Title:
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President
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Document Number: 350349
SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
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Document Number: 350385
SUBADVISORY AGREEMENT
Agreement made as of the 15
th
day of February, 2017 by and between Columbia Management
Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager), and Nuveen Asset Management, LLC, a Delaware limited liability corporation (Subadviser).
WHEREAS, the Fund listed in Schedule A is a series of an investment company registered under the Investment Company Act of 1940, as amended
(the 1940 Act).
WHEREAS, Investment Manager entered into a Management Agreement (the Advisory Agreement) with the
Fund pursuant to which Investment Manager provides investment advisory services to the Fund.
WHEREAS, Investment Manager and the Fund
each desire to retain Subadviser to provide investment advisory services to the Fund, and Subadviser is willing to render such investment advisory services.
WHEREAS, the effective date of this Agreement is May 1, 2017.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
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(a)
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Portfolio Management
. Subject to supervision by Investment Manager and the Funds Board of Directors/Trustees (the Board), Subadviser shall manage the investment operations and the composition of
that portion of the assets of the Fund which is allocated to Subadviser from time to time by Investment Manager (which portion may include any or all of the Funds assets), including the purchase, retention, and disposition thereof, in
accordance with the Funds investment objectives, policies, and restrictions, and subject to the following understandings:
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(i)
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Investment Decisions
. Subadviser shall determine from time to time what investments and securities will be purchased, retained, or sold with respect to that portion of the Fund allocated to it by Investment
Manager, and what portion of such assets will be invested or held uninvested as cash. Subadviser is prohibited from consulting with any other subadviser of the Fund concerning transactions of the Fund in securities or other assets, other than for
purposes of complying with the conditions of Rule
12d3-1(a)
or (b) of the 1940 Act. Subadviser will not be responsible for voting proxies issued by companies held in the Fund although Investment Manager
may consult with Subadviser from time to time regarding the voting of proxies of securities owned by the Fund. Subadviser will not be responsible for filing claims in class action settlements related to securities currently or previously held by
that portion of the Fund allocated to it by Investment Manager, although Investment Manager may consult with Subadviser from time to time regarding the filing of claims in class action settlements.
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(ii)
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Investment Limits
. In the performance of its duties and obligations under this Agreement, Subadviser shall act in conformity with applicable limits and requirements, as amended from time to time, as set forth in
the (a) Funds prospectus (Prospectus) and the Funds Statement of Additional Information (SAI); (b) instructions and directions of Investment Manager and of the Board; and (c) requirements of the 1940
Act, the Internal Revenue Code of 1986, as amended (the Code), as applicable to the portion of assets of the Fund which is allocated to the Subadviser, and all other applicable federal and state laws and regulations. Investment Manager
agrees to give Subadviser prompt written notice if Investment Manager believes any recommendations, advice or investments to be in violation of (a), (b) or (c) above.
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(iii)
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Portfolio Transactions
.
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(A)
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Trading
. With respect to the securities and other investments to be purchased or sold for the Fund, Subadviser shall place orders with or through such persons, brokers, dealers, or futures commission merchants
(including, but not limited to, broker-dealers that are affiliated with Investment Manager or Subadviser) selected by Subadviser; provided, however, that such orders shall be consistent with Subadvisers brokerage policy; conform with federal
securities laws; and be consistent with seeking best execution. The Subadviser may consider the research, investment information, and other services provided by, and the financial responsibility of, brokers, dealers, or futures commission merchants
who may effect, or be a party to, any such transaction or other transactions to which Subadvisers other clients may be a party in accordance with Section 28(e) of the Securities Exchange Act of 1934, as amended. To the extent permitted by law,
and consistent with its obligation to seek best execution, Subadviser may execute transactions or pay a broker-dealer a commission, spread or markup in excess of that which another broker-dealer might have charged for executing a transaction
provided that Subadviser determines, in good faith, that the execution is appropriate or the commission, spread or markup is reasonable in relation to the value of the brokerage and/or research services provided, viewed in terms of either that
particular transaction or Subadvisers overall responsibilities with respect to the Fund or its other clients. Notwithstanding anything herein to the contrary, to the extent Subadviser is directed by Investment Manager to use a particular
broker or brokers to borrow securities to cover securities sold short, Subadviser shall have no responsibility for the performance or
non-performance
of such brokers or for setting the rate charged to borrow a
security or otherwise ensuring that the rate charged by such broker to borrow a security is favorable.
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(B)
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Aggregation of Trades
. Subadviser, to the extent permitted by applicable laws and regulations, may, but shall be under no obligation to, aggregate the securities or other investments to be sold or purchased for
the Fund as well as other clients of Subadviser in order to seek best execution. In such event, allocation of the securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, will be made by Subadviser
in the manner Subadviser considers to be the most equitable and consistent with its fiduciary obligations to the Fund and to such other clients.
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(C)
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Subadviser will not arrange purchases or sales of securities or other investments between the Fund and other accounts advised by Subadviser or its affiliates unless (a) such purchases or sales are in accordance
with applicable law (including Rule
17a-7
of the 1940 Act) and the Funds policies and procedures as provided in writing to Subadviser along with any amendments, and (b) Subadviser determines the
purchase or sale is in the best interests of the Fund.
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(iv)
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Records and Reports
. Subadviser (a) shall maintain such books and records for such time periods as are required of an
SEC-registered
investment adviser to an
investment company registered under the 1940 Act, (b) shall render to the Board such periodic and special reports as the Board (or a Committee thereof) or Investment Manager may reasonably request in writing, and (c) shall meet with any
persons at the request of Investment Manager or the Board for the purpose of reviewing Subadvisers performance under this Agreement at reasonable times and upon reasonable advance notice.
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(v)
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Transaction Reports.
Subadviser shall provide Investment Manager a daily trade file with information relating to all transactions concerning the allocated portion of the Funds assets for which Subadviser is
responsible and shall provide Investment Manager with such other information regarding the Fund upon Investment Managers reasonable request. Subadviser shall affirm or send a trade file of these transactions as instruction to the custodian of
the Fund.
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(b)
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Compliance Program and Ongoing Certification(s).
As requested, Subadviser shall timely provide to
Investment Manager (i) information and commentary for the Funds annual and semi-annual reports, in a format approved by Investment Manager, and shall (a) certify that such information and commentary does not contain any untrue
statement of a material fact or omit to state a material fact
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necessary to make the information and commentary not misleading, in a format reasonably requested by Investment Manager, as it may be amended from time to time, and (b) provide (i) additional certifications related
to Subadvisers management of the Fund in order to support the Funds filings on Form
N-CSR
and Form
N-Q,
and the Funds Principal Executive
Officers and Principal Financial Officers certifications under Rule
30a-2
of the 1940 Act, thereon; in a format reasonably requested by Investment Manager, as it may be amended from time to time,
(ii) a quarterly
sub-certification
with respect to compliance matters related to Subadviser and Subadvisers management of the Fund, in a format reasonably requested by Investment Manager, as it may
be amended from time to time; (iii) an annual certification from Subadvisers Chief Compliance Officer, appointed under Rule
206(4)-7
of the Investment Advisers Act of 1940 (the Advisers
Act), or his or her designee with respect to the design and operation of Subadvisers compliance program, in a format reasonably requested by Investment Manager, as it may be amended from time to time; and (iv) from time to time
Subadviser shall provide such certifications to assist Investment Manager in fulfilling Investment Managers obligations under Rule
38a-1
of the 1940 Act, as are reasonably requested by the Fund or
Investment Manager. In addition, Subadviser will, from time to time, provide a written assessment of its compliance program in conformity with current industry standards that is reasonably acceptable to Investment Manager to enable the Fund to
fulfill its obligations under Rule
38a-1
of the 1940 Act.
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(c)
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Maintenance of Records
. Subadviser shall timely furnish to Investment Manager all information relating to Subadvisers services hereunder which Subadviser is required by law or regulation to keep and which
are needed by Investment Manager to maintain the books and records of the Fund required under the 1940 Act. Subadviser agrees that all records which it maintains for the Fund are the property of the Fund and Subadviser will surrender promptly to the
Fund any of such records upon the Funds request; provided, however, that Subadviser may retain a copy of such records. Subadviser further agrees to preserve for the periods prescribed under the 1940 Act any such records as are required to be
maintained by it pursuant to paragraph 1(a) hereof.
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(d)
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Insurance and Code of Ethics
. Subadviser will provide the Fund with reasonable evidence that, with respect to its activities on behalf of the Fund, Subadviser is maintaining (i) adequate errors and omissions
insurance and (ii) an appropriate Code of Ethics and related reporting procedures.
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(e)
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Confidentiality
. Each of the parties hereto agrees that it shall exercise the same standard of care that
it uses to protect its own confidential and proprietary information (Confidential Information), but no less than reasonable care, to protect the Confidential Information of the other party. As used herein, Confidential Information,
includes, but is not limited, to Fund Portfolio Information, which refers to confidential and proprietary information with regard to (i) the portfolio holdings and characteristics of the portion of the Fund allocated
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to Subadviser that Subadviser manages under the terms of this Agreement, and (ii) any copies of any agreements between the Investment Manager and its various counterparties and all the terms and provisions
contained therein, which the Investment Manager (which term shall include the Investment Managers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants) may furnish, disclose or reveal to
Subadviser (which term shall include Subadvisers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants). Each party hereby agrees to restrict access to the other partys Confidential
Information to its employees who will use it only for the purpose of providing services under this Agreement. The foregoing shall not prevent a party from disclosing Confidential Information (1) that is publicly known or becomes publicly known
through no unauthorized act; (2) that is rightfully received from a third party without obligation of confidentiality; (3)(a) that, in the case of Investment Managers Confidential Information, is approved in writing by Investment Manager
for disclosure, (3)(b) that, in the case of Subadvisers Confidential Information, is approved in writing by Subadviser for disclosure; (4) that is disclosed in the course of a regulatory examination or that is required to be disclosed
pursuant to a requirement of a governmental or regulatory agency or law, so long as the
non-disclosing
party provides (to the extent permitted under applicable law) the disclosing party (i.e., the party whose
Confidential Information would be disclosed) with prompt written notice of such requirement prior to any such disclosure; however, Subadviser is not required to provide such notice if information is provided on an aggregate basis without specific
attribution to the Fund; (5) to affiliates that have a reason to know such information; (6) to the custodian of the Fund; (7) to brokers and dealers that are counterparties for trades for the Fund; (8) to futures commission
merchants executing or clearing transactions in connection with the Fund, if applicable; and (9) to third party service providers to Subadviser subject to confidentiality agreements or duties. Notwithstanding the foregoing, to the extent Fund
Portfolio Information is similar to investments for other clients of Subadviser, Subadviser may disclose such investments without direct reference to the Fund. Investment Manager agrees that Subadviser may identify Investment Manager or the Fund by
name in Subadvisers current client list. Such list may be used with third parties.
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(f)
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Cooperation
. As reasonably requested by Investment Manager or the Board and in accordance with the scope of Subadvisers obligations and responsibilities contained in this Agreement, Subadviser will
cooperate with, and provide reasonable assistance to, Investment Manager or the Fund as needed in order for Investment Manager and the Fund to comply with applicable laws, rules and regulations, including, but not limited to, compliance with the
Sarbanes-Oxley Act and the rules and regulations promulgated by the SEC thereunder and the evaluation of any actions under U.S. or foreign securities laws pursuant to which the Fund may be able to assert a potential claim.
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2.
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Investment Managers Duties
. Investment Manager shall continue to have responsibility for all other services to be provided to the Fund pursuant to the Advisory Agreement and shall oversee and review
Subadvisers performance of its duties under this Agreement. Investment Manager shall also retain direct portfolio management responsibility with respect to any assets of the Fund which are not allocated by it to the portfolio management of
Subadviser as provided in paragraph 1(a) hereof or to any other subadviser. Investment Manager will periodically provide to Subadviser a list of the affiliates of Investment Manager or the Fund to which investment restrictions apply, and will
specifically identify in writing (a) all publicly traded companies that issue securities in which the Fund may not invest, together with ticker symbols for all such companies, and (b) any affiliated brokers and any restrictions that apply
to the use of those brokers by Subadviser. Neither Subadviser nor any of its directors, officers, partners, principals, employees or agents shall have responsibility whatsoever for, and shall incur no liability on account of
(i) diversification, selection or establishment of such investment objectives, policies and restrictions of the Fund, (ii) advice on, or management of, any assets for the Fund other than the assets for which Investment Manager has
delegated investment discretion to Subadviser, (iii) filing of any tax or information returns or forms, withholding or paying any taxes, or seeking any exemption or refund, (iv) registration of the Fund with any government or agency,
(v) administration of the plans and trusts investing in the Fund, or (vi) overall Fund compliance with requirements of the 1940 Act and Subchapter M of the Code, relating to percentage limitations applicable to the Funds assets that
would require knowledge of the Funds holdings other than the assets subject to this Agreement.
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3.
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Documents Provided to Subadviser
. Investment Manager has delivered or will deliver to Subadviser current copies and supplements thereto of each of the Prospectus and SAI pertaining to the Fund, and will promptly
deliver to it all future amendments and supplements, if any.
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4.
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Compensation of Subadviser
. For the services provided and the expenses assumed pursuant to this Agreement, Investment Manager will pay to Subadviser, effective from the date of this Agreement, a fee which shall
be accrued daily and paid monthly, on or before the last business day of the next succeeding calendar month, at the annual rates as a percentage of the Funds average daily net assets or the average daily net assets of the portion of the
Funds assets that is managed by Subadviser, as applicable, set forth in the attached Schedule A which Schedule can be modified from time to time upon mutual agreement of the parties to reflect changes in annual rates, subject to appropriate
approvals required by the 1940 Act, if any. If this Agreement becomes effective or terminates before the end of any month, the fee for the period from the effective date to the end of the month or from the beginning of such month to the date of
termination, as the case may be, shall be prorated according to the proportion that such portion of the month bears to the full month in which such effectiveness or termination occurs. During the term of this Agreement, Subadviser will pay all
expenses incurred by it in connection with its activities under this Agreement other than costs in connection with the purchase or sale of securities and other assets (including brokerage commissions, if any) for the Fund.
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5.
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Expenses
. Subadviser shall bear all expenses incurred by it and its staff with respect to all activities in connection with the performance of Subadvisers services under this Agreement, including but not
limited to salaries, overhead, travel, preparation of Board materials, review of marketing materials relating to Subadviser or other information provided by Subadviser to Investment Manager and/or the Funds distributor, and marketing support.
Subadviser agrees to pay to Investment Manager the cost of generating a prospectus supplement, which includes preparation, filing, printing, and distribution (including mailing) of the supplement, if the Subadviser makes any changes that require
immediate disclosure in the prospectus or any required regulatory documents that may be caused by changes to its structure or ownership, to investment personnel, to investment style or management, or otherwise (Changes), and at the time
of notification to the Fund or Investment Manager by the Subadviser of such Changes, the Fund is not generating a supplement for other purposes or the Fund or the Investment Manager does not wish to add such Changes to a pending supplement. In the
event two or more subadvisers, if applicable, each require a supplement simultaneously, the expense (other than the costs of printing and mailing) of a combined supplement will be shared pro rata with such other subadviser(s) based upon the number
of pages required by each such subadviser, and each such subadviser shall pay its pro rata share of printing and mailing costs and expenses based upon the number of supplements required to be printed and mailed. All other expenses not specifically
assumed by Subadviser hereunder or by Investment Manager under the Advisory Agreement are borne by the applicable Fund.
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In
the event that there is a proposed change in control of Subadviser that would act to terminate this Agreement, if a vote of shareholders to approve continuation of this Agreement is at that time deemed by counsel to the Fund to be required by the
1940 Act or any rule or regulation thereunder, Subadviser agrees to assume all reasonable costs associated with soliciting shareholders of the appropriate Fund(s), to approve continuation of this Agreement. Such expenses include the reasonable costs
of preparation, filing and mailing of a proxy statement, and of soliciting proxies.
In the event that such proposed change in control of
Subadviser shall occur and the Fund is operating under an exemptive order issued by the SEC to Investment Manager with respect to the appointment of subadvisers absent shareholder approval, Subadviser agrees to assume all reasonable costs and
expenses (including the costs of preparation, mailing and filing) associated with the preparation of an information statement, required by the exemptive order containing all information that would be included in a proxy statement.
6.
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Representations of Subadviser
. Subadviser represents and warrants as follows:
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(a)
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Subadviser (i) is registered as an investment adviser under the Advisers Act and will continue to be so
registered for so long as this Agreement remains in effect; (ii) is not an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act (other than by virtue of serving as a Subadviser to the
Fund); (iii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement; (iv) has
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appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (v) has adopted written policies and procedures that are reasonably designed to prevent
violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material violations relating to the Fund to Investment Manager;
(vi) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency necessary to
be met in order to perform the services contemplated by this Agreement; (vii) has the authority to enter into and perform the services contemplated by this Agreement; and (viii) will promptly notify Investment Manager (1) in the event
that Subadviser becomes an affiliated person of the Investment Manager or of the Fund within the meaning of Section 2(a)(3) of the 1940 Act; (2) of the occurrence of any event that would disqualify Subadviser from serving as an investment
adviser of an investment company pursuant to Section 9(a) of the 1940 Act, (3) in the event the Securities and Exchange Commission (the SEC) or other governmental authority has: censured Subadviser; placed limitations upon the
activities, functions or operations of Subadviser; or has commenced proceedings or an investigation that may reasonably result in any of these actions, (4) upon having a reasonable basis for believing that the Fund has ceased to qualify or
might not qualify as a regulated investment company under Subchapter M of the Code and (5) of any material fact known to Subadviser respecting or relating to Subadviser that is not contained in the Prospectus, and is required to be stated
therein or necessary to make the statements therein not misleading, or of any statement relating to Subadviser contained therein that becomes untrue in any material respect.
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(b)
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Subadviser has adopted a written code of ethics complying with the requirements of Rule
17j-1
under the 1940 Act and will provide Investment Manager with a copy of the code of
ethics. Within 60 days of the end of the last calendar quarter of each year that this Agreement is in effect, a duly authorized officer of Subadviser shall certify to Investment Manager that there has been no material violation of Subadvisers
code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. To the extent Subadviser has approved any material changes to its code of ethics, such revised code together with an explanation of
such amendments shall be promptly (but in no event later than 60 days) provided to Investment Manager.
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(c)
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Subadviser has provided Investment Manager with a copy of a document intended to address the disclosures specified in Form ADV Part 2A, and promptly will furnish a copy of any amendments to such document to Investment
Manager (at least annually). Investment Manager acknowledges that, under Rule
204-3
under the Advisers Act, as amended, to the extent Subadvisers only clients are registered investment companies,
Subadviser is not required to file a Form ADV, Part 2A, with the SEC.
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(d)
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Subadviser will promptly notify Investment Manager of any changes in the controlling shareholder, in the key personnel who are either the portfolio manager(s) responsible for the Fund or the Chief Executive Officer of
Subadviser, or if there is otherwise an actual change in control or management of Subadviser.
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7.
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Representations of Investment Manager
. Investment Manager represents and warrants as follows:
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(a)
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Investment Manager (i) is registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) is not prohibited by the 1940
Act or the Advisers Act from performing the services contemplated by this Agreement; (iii) has appointed a Chief Compliance Officer under Rule
206(4)-7
of the Advisers Act; (iv) has adopted written
policies and procedures that are reasonably designed to prevent violations of the Advisers Act from occurring, detect violations that have occurred, correct promptly any violations that have occurred, and will provide prompt notice of any material
violations relating to the Fund to the Subadviser; (v) has met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any
regulatory or industry self-regulatory agency necessary to be met in order to perform the services contemplated by this Agreement; (vi) has the authority to enter into and perform the services contemplated by this Agreement; and (vii) will
promptly notify Subadviser (1) of the occurrence of any event that would disqualify Investment Manager from serving as an investment adviser of an investment company pursuant to Section 9(a) of the 1940 Act or otherwise, (2) in the event
the SEC or other governmental authority has: censured Investment Manager; placed limitations upon its activities, functions or operations; or has commenced proceedings or an investigation that may result in any of these actions or (3) upon
having a reasonable basis for believing that the Fund has ceased to qualify or might not qualify as a regulated investment company under Subchapter M of the Code.
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(b)
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Investment Manager agrees that neither it nor any of its affiliates will in any way refer directly or indirectly to its relationship with Subadviser, or any of its affiliates in offering, marketing, or other promotional
materials without the prior written consent of Subadviser; provided that Investment Manager shall not be required to obtain Subadvisers prior written consent to make factual statements regarding the fact that Subadviser serves as subadviser to
the Fund, in responding to requests for information, in required disclosures or in responding to regulatory inquiries.
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(c)
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The Fund is and will continue to be the owner of all assets for which Investment Manager delegates investment discretion to Subadviser from time to time, and there are and will continue to be no restrictions on the
pledge, hypothecation, transfer, sale or public distribution of such assets.
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Document Number: 350385
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(d)
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Investment Manager is establishing and will be maintaining the Funds account with Subadviser solely for the purpose of investing the relevant assets and not with a view to obtaining information regarding portfolio
holdings or investment decisions in order to effect securities transactions based upon such information or to provide such information to another party, and that Investment Manager and its employees, officers and directors shall not use account
holdings information for any of the foregoing purposes.
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(e)
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The Board has approved the appointment of Subadviser pursuant to this Agreement.
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8.
|
Liability and Indemnification
.
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(a)
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Except as may otherwise be provided by the 1940 Act or any other federal securities law, Subadviser, any of its
affiliates and any of the officers, partners, employees, consultants, or agents thereof shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal and other expenses) incurred or suffered by the Fund, Investment
Manager, or any affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons thereof (as described in Section 15 of the Securities Act of 1933, as amended (the 1933 Act) ) (collectively,
Fund and Investment Manager Indemnitees) as a result of any error of judgment or mistake of law by Subadviser with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate,
waive, or limit the liability of Subadviser for, and Subadviser shall indemnify and hold harmless the Fund and Investment Manager Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and
other expenses) to which any of the Fund and Investment Manager Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any
willful misconduct, bad faith, reckless disregard, or negligence of Subadviser in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact regarding Subadviser contained in the Prospectus and
SAI, proxy materials, reports, advertisements, sales literature, or other materials pertaining to the Fund or the omission to state therein a material fact regarding Subadviser known to Subadviser which was required to be stated therein or necessary
to make the statements therein not misleading, if such statement or omission was made in reliance upon written information furnished to Investment Manager or the Fund by Subadviser Indemnitees (as defined below) for use therein; provided, however,
that Subadviser has had a reasonable opportunity to review information regarding Subadviser contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund as set forth in
section 11; or (iii) any violation of federal or state statutes or regulations by Subadviser. It is further understood and agreed that Subadviser may rely upon information furnished to it by Investment Manager that it reasonably believes to be
accurate and reliable. Subadviser shall be liable for any loss incurred by the Fund, the Investment Manager or their respective affiliates to the extent such
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Document Number: 350385
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losses arise out of any act or omission directly attributable to Subadviser which results, directly or indirectly, in an error in the net asset value of the Fund. The federal securities laws impose liabilities in
certain circumstances on persons who act in good faith, and therefore nothing herein shall in any way constitute a waiver or limitation of any rights which Investment Manager may have under any securities laws. Neither Subadviser nor any Subadviser
Indemnitees (as defined below) shall be liable for any loss or damage arising or resulting from the acts or omissions of the custodian of the Fund, any broker, financial institution or any other third party with or through whom Subadviser arranges
or enters into a transaction in respect of the Fund, except to the extent that Subadviser or its affiliate instructed such broker, financial institution or third party to take such action or omission. Investment Manager understands and acknowledges
that Subadviser does not warrant that the portion of the assets of the Fund managed by Subadviser will achieve any particular rate of return or that its performance will match any benchmark index or other standard or objective.
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(b)
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Except as may otherwise be provided by the 1940 Act or any other federal securities law, Investment Manager and the Fund shall not be liable for any losses, claims, damages, liabilities, or litigation (including legal
and other expenses) incurred or suffered by Subadviser or any of its affiliated persons thereof (within the meaning of Section 2(a)(3) of the 1940 Act) or controlling persons (as described in Section 15 of the 1933 Act) (collectively,
Subadviser Indemnitees) as a result of any error of judgment or mistake of law by Investment Manager with respect to the Fund, except that nothing in this Agreement shall operate or purport to operate in any way to exculpate, waive, or
limit the liability of Investment Manager for, and Investment Manager shall indemnify and hold harmless Subadviser Indemnitees against any and all losses, claims, damages, liabilities, or litigation (including reasonable legal and other expenses) to
which any of Subadviser Indemnitees may become subject under the 1933 Act, the 1940 Act, the Advisers Act, or under any other statute, at common law, or otherwise arising out of or based on (i) any willful misconduct, bad faith, reckless
disregard, or negligence of Investment Manager in the performance of any of its duties or obligations hereunder; (ii) any untrue statement of a material fact contained in the Prospectus and SAI, proxy materials, reports, advertisements, sales
literature, or other materials pertaining to the Fund or the omission to state therein a material fact known to Investment Manager which was required to be stated therein or necessary to make the statements therein not misleading, unless such
statement or omission concerned Subadviser and was made in reliance upon written information furnished to Investment Manager or the Fund by a Subadviser Indemnitee for use therein, or (iii) any violation of federal or state statutes or
regulations by Investment Manager or the Fund.
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(c)
|
After receipt by Investment Manager or Subadviser, its affiliates, or any officer, director, employee, or agent
of any of the foregoing, entitled to indemnification as stated in (a) or (b) above (Indemnified Party) of notice of the commencement of any action, if a claim in respect thereof is to be made against any person obligated
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Document Number: 350385
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to provide indemnification under this section (Indemnifying Party), such Indemnified Party shall notify the Indemnifying Party in writing of the commencement thereof as soon as practicable after the summons
or other first written notification giving information of the nature of the claim that has been served upon the Indemnified Party; provided that the failure to so notify the Indemnifying Party will not relieve the Indemnifying Party from any
liability under this section, except to the extent that the omission results in damages to the Indemnifying Party caused solely as a result of the failure to give such notice. The Indemnifying Party, upon the request of the Indemnified Party, shall
retain counsel satisfactory to the Indemnified Party to represent the Indemnified Party in the proceeding, and shall pay the fees and disbursements of such counsel related to such proceeding. In any such proceeding, any Indemnified Party shall have
the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Party unless (1) the Indemnifying Party and the Indemnified Party shall have mutually agreed to the retention of such
counsel, or (2) the named parties to any such proceeding (including any impleaded parties) include both the Indemnifying Party and the Indemnified Party and representation by both parties by the same counsel would be inappropriate due to actual
or potential differing interests between them. The Indemnifying Party shall not be liable for any settlement of any proceeding effected without its written consent, which consent shall not be unreasonably withheld, but if settled with such consent
or if there be a final judgment for the plaintiff, the Indemnifying Party agrees to indemnify the Indemnified Party from and against any loss or liability by reason of such settlement or judgment.
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9.
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Duration and Termination
.
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(a)
|
Unless sooner terminated as provided herein, this Agreement shall continue for two years from the date written above. Thereafter, if not terminated, this Agreement shall continue automatically for successive periods of
12 months each, provided that such continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or interested persons (as defined in the 1940 Act) of any such
party, and (ii) by the Board or by a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
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(b)
|
Notwithstanding the foregoing, this Agreement may be terminated at any time, without the payment of any penalty,
by the Board or by vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund on 60 days written notice to Subadviser. This Agreement may also be terminated, without the payment of any penalty, by
Investment Manager (i) upon 60 days written notice to Subadviser; (ii) upon material breach by Subadviser of any representations and warranties set forth in this Agreement, if such breach has not been cured within 20 days after
written notice of such breach; or (iii) immediately if, in the reasonable judgment of Investment Manager, Subadviser becomes unable to discharge its duties and obligations under this Agreement, including
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Document Number: 350385
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circumstances such as the insolvency of Subadviser or other circumstances that could adversely affect the Fund. Subadviser may terminate this Agreement at any time, without payment of any penalty, (1) upon 60
days written notice to Investment Manager; or (2) upon material breach by Investment Manager of any representations and warranties set forth in the Agreement, if such breach has not been cured within 20 days after written notice of such
breach. This Agreement shall terminate automatically in the event of its assignment (as defined in the 1940 Act) or upon the termination of the Advisory Agreement.
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(c)
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In the event of termination of the Agreement, those paragraphs of the Agreement which govern conduct of the parties future interactions with respect to Subadviser having provided investment management services to
the Fund(s) for the duration of the Agreement, including, but not limited to, paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 8(a), 8(b), 8(c), 15, 17, 18, 20 and 21 shall survive such termination of the Agreement.
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10.
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Subadvisers Services Are Not Exclusive
. Nothing in this Agreement shall limit or restrict the right of Subadviser or any of its partners, officers, or employees to engage in any other business or to devote
his or her time and attention in part to the management or other aspects of any business, whether of a similar or a dissimilar nature, or limit or restrict Subadvisers right to engage in any other business or to render services of any kind to
any other mutual fund, corporation, firm, individual, or association or other entity. Subadviser acts as adviser to other clients and may, subject to compliance with its fiduciary obligations, give advice, and take action, with respect to any of
those which may differ from the advice given, or the timing or nature of action taken, with respect to the Fund. Subject to its fiduciary obligation to the Fund, Subadviser shall have no obligation to purchase or sell for the Fund, or to recommend
for purchase or sale by the Fund, any security which Subadviser, its principals, affiliates or employees may purchase or sell for themselves or for any other clients.
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11.
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References to Subadviser
. Subadviser hereby grants to Investment Manager during the term of this Agreement, the right to use Subadvisers name as required for public filings and marketing materials in
accordance with the terms described herein. Investment Manager agrees to furnish to Subadviser at its principal office all prospectuses, SAIs, proxy statements, reports to shareholders, sales literature, or other material prepared for
distribution to sales personnel, shareholders of the Fund or the public, that
refer to Subadviser prior to the use thereof, and not to use such material if Subadviser reasonably objects in writing five (5)
business days (or such
other time as may be mutually agreed upon) after receipt thereof. Such materials
may be furnished to Subadviser hereunder by first-class or overnight mail, electronic or facsimile transmission, or hand delivery.
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12.
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Notices
. Any notice, statement, consent or approval required or permitted to be given in connection with this Agreement (Notice) shall be in writing and shall be sufficiently given if delivered
(whether in person, by post, by courier service or other personal method of delivery), or if transmitted by facsimile or other electronic means of communication:
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Document Number: 350385
In the case of Subadviser:
Lynne M. Harrington
Head of Institutional Sales and Client Service
Nuveen Asset Management
901 Marquette Avenue, 29
th
Floor
Minneapolis, MN 55402
Tel: (612)
303-3289
Fax: (612)
303-4210
with a copy to:
Legal Department General Counsel
Nuveen Asset Management
901 Marquette Avenue, 29
th
Floor
Minneapolis, MN 55402
Tel: (612)
303-4241
Fax: (612)
303-4210
In the case of Investment Manager:
Paul Mikelson
Vice President, Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel: (612)
671-4452
Fax: (612)
671-0618
with a copy to:
Christopher O. Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel: (612)
671-4321
Fax: (612)
671-2680
Any Notice delivered or transmitted to a party as provided above shall be deemed to have been given and received on the day it is delivered or transmitted,
provided that it is delivered or transmitted on any day that is not a Saturday, Sunday, or statutory holiday in the jurisdiction where the Notice is received (Business Day) prior to 5:00 p.m. local time in the place of delivery or
receipt. However, if the Notice is delivered or transmitted after 5:00 p.m. local time or if such day is not a Business Day then the Notice shall be deemed to have been given and received on the next Business Day.
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Document Number: 350385
Any party may, from time to time, change its address by giving Notice to the other party in accordance with the provisions of this section.
13.
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Amendments
. This Agreement may be amended by mutual consent, subject to approval by the Board and the Funds shareholders to the extent required by the 1940 Act.
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14.
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Assignment
. No assignment (as defined in the 1940 Act, as amended) of this Agreement shall be made by Investment Manager or Subadviser without the prior written consent of the Fund, and, if required by law, the
Funds shareholders, and Investment Manager or Subadviser (as applicable). Notwithstanding the foregoing, no assignment shall be deemed to result from any changes in the directors, officers, or employees of Investment Manager or Subadviser
except as may be provided to the contrary in the 1940 Act or the rules and regulations thereunder.
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15.
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Governing Law
. This Agreement, and, in the event of termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be governed by the laws of the
commonwealth of Massachusetts, without giving effect to the conflicts of laws principles thereof, or any applicable provisions of the 1940 Act. To the extent that the laws of the commonwealth of Massachusetts, or any of the provision of this
Agreement, conflict with applicable provisions of the 1940 Act, the latter shall control. The Investment Manager and Subadviser hereby consent to the jurisdiction of a state of federal court situated in the Commonwealth of Massachusetts in
connection with any dispute arising hereunder. Any action or dispute between the Investment Manager and the Subadviser arising out of this Agreement shall be brought exclusively in the state of federal courts of the Commonwealth of Massachusetts.
The Investment Manager and Subadviser hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which either party may now or hereafter have to the laying of venue of any such proceeding brought in such a court and
any claim that such proceeding brought in such a court has been brought in an inconvenient forum.
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16.
|
Entire Agreement
. This Agreement embodies the entire agreement and understanding among the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter hereof.
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17.
|
Severability
. Should any part of this Agreement be held invalid by a court decision, statute, rule, or otherwise, the remainder of this Agreement shall not be affected thereby. This Agreement and, in the event of
termination of the Agreement, those paragraphs that survive such termination of the Agreement under paragraph 9(c), shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors.
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Document Number: 350385
18.
|
Interpretation
. Any questions of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to
such term or provision in the 1940 Act and to interpretation thereof, if any, by the federal courts or, in the absence of any controlling decision of any such court, by rules, regulations, or orders of the SEC validly issued pursuant to the 1940
Act. Where the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is altered by a rule, regulation, or order of the SEC, whether of special or general application, such provision shall be deemed to incorporate the
effect of such rule, regulation, or order.
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19.
|
Headings
. The headings in this Agreement are intended solely as a convenience and are not intended to modify any other provision herein.
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20.
|
Authorization
. Each of the parties represents and warrants that the execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement have been duly authorized by
all necessary corporate action by such party and when so executed and delivered, this Agreement will be the valid and binding obligation of such party in accordance with its terms.
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21.
|
No Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries
to the Agreement or any other agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in
respect of this Agreement (with the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to,
(i) create in any other person (including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation
on the part of the Investment Manager or Subadviser (including without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.
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16
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Document Number: 350385
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their officers designated below as of the day and year first above
written.
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Columbia Management Investment Advisers, LLC
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Nuveen Asset Management, LLC
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By:
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David Weiss
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By:
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Lynne M. Harrington
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Signature
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Signature
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Name:
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David Weiss
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Name:
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Lynne M. Harrington
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Printed
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Printed
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Title:
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Vice President and Assistant Secretary
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Title:
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Managing Director, Head of Institutional Sales and Client Service
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17
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Document Number: 350385
SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
18
| Page
FORM OF AMENDMENT NO. 2
TO THE SUBADVISORY AGREEMENT
This Amendment No. 2 (the Amendment), made and entered into as of April 21, 2017, is made a part of the Subadvisory
Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (Investment Manager) and Wells Capital Management Incorporated, a California corporation (Subadviser), dated April 8,
2010 as amended July 18, 2014 (the Agreement).
WHEREAS, Investment Manager desires to retain Subadviser to provide
investment advisory services to an additional mutual fund, Variable PortfolioPartners Core Bond Fund, and Subadviser is willing to render such investment advisory services; and
WHEREAS, Investment Manager and Subadviser desire to amend the Agreement, including Schedule A thereto, to add, effective May 1, 2017,
Variable PortfolioPartners Core Bond Fund as a Fund covered by the Agreement.
NOW, THEREFORE, the parties, intending to
be legally bound, agree as follows:
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1.
|
Inclusion of additional Fund
. All references to the Fund in the Agreement shall be, and hereby are, changed to the Fund(s), and shall mean those Fund(s) identified on the
amended Schedule A attached to this Amendment.
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Schedule A
. Schedule A to the Agreement shall be, and hereby is,
deleted and replaced with the Schedule A attached hereto.
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2.
|
Confidentiality
. Section 1(e) of the Agreement is hereby superseded and replaced in its entirety with the following:
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This section 1(e) of the Agreement hereby supersedes and replaces in its entirety the terms the terms of the Mutual Confidentiality Agreement,
dated , 2017, entered into by Investment Manager and Subadviser.
Each of the parties hereto agrees that it shall exercise the same standard of care that it uses to protect its own confidential and proprietary
information (Confidential Information), but no less than reasonable care, to protect the Confidential Information of the other party. As used herein, Confidential Information, includes, but is not limited, to Fund Portfolio
Information, which refers to confidential and proprietary information with regard to (i) the portfolio holdings and characteristics of the portion of the Fund allocated to Subadviser that Subadviser manages under the terms of this
Agreement, and (ii) any copies of any
Document Number: 350819
agreements between the Investment Manager and its various counterparties and all the terms and provisions contained therein, which the Investment Manager (which term shall include the Investment
Managers directors, officers, employees, agents, advisors, proposed financing sources, attorneys and accountants) may furnish, disclose or reveal to Subadviser (which term shall include Subadvisers directors, officers, employees, agents,
advisors, proposed financing sources, attorneys and accountants). Each party hereby agrees to restrict access to the other partys Confidential Information to its employees who will use it only for the purpose of providing services under this
Agreement. The foregoing shall not prevent a party from disclosing Confidential Information (1) that is publicly known or becomes publicly known through no unauthorized act; (2) that is rightfully received from a third party without
obligation of confidentiality; (3)(a) that, in the case of Investment Managers Confidential Information, is approved in writing by Investment Manager for disclosure, (3)(b) that, in the case of Subadvisers Confidential Information, is
approved in writing by Subadviser for disclosure; (4) that is disclosed in the course of a regulatory examination or that is required to be disclosed pursuant to a requirement of a governmental or regulatory agency or law, so long as the
non-disclosing
party provides (to the extent permitted under applicable law) the disclosing party (i.e., the party whose Confidential Information would be disclosed) with prompt written notice of such requirement
prior to any such disclosure; however, Subadviser is not required to provide such notice if information is provided on an aggregate basis without specific attribution to the Fund; (5) to affiliates that have a reason to know such information;
(6) to the custodian of the Fund; (7) to brokers and dealers that are counterparties for trades for the Fund; (8) to futures commission merchants executing or clearing transactions in connection with the Fund, if applicable; and
(9) to third party service providers to Subadviser subject to confidentiality agreements or duties. Notwithstanding the foregoing, to the extent Fund Portfolio Information is similar to investments for other clients of Subadviser, Subadviser
may disclose such investments without direct reference to the Fund. Investment Manager agrees that Subadviser may identify Investment Manager or the Fund by name in Subadvisers current client list. Such list may be used with third parties.
Document Number: 350819
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3.
|
Portfolio Management
. Section 1(a) of the Agreement shall be, and hereby is, amended by adding the following as paragraph (vi):
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(vi)
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Management of Funds with Multiple Subadvisers
. Subadvisers responsibilities for providing services to a Fund shall be limited to the portion of the Funds assets allocated to Subadviser
(Subadviser Account). Subadviser shall not, without the prior approval of Investment Manager, effect any transactions that would cause the Subadviser Account, treated as a separate fund, to be out of compliance with the Funds
investment objectives, policies and restrictions. Subadviser shall not consult with any other subadviser of a Fund concerning transactions for the Fund in securities or other assets.
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4.
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Duration
. The first sentence of Section 9 shall be, and hereby is, deleted and replaced with the following sentence:
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Unless sooner terminated as provided herein, this Agreement, with respect to each Fund identified on Schedule A (as amended from time to
time), shall continue from the date of its execution only so long as such continuance is specifically approved at least annually in conformity with the requirements of the 1940 Act. Thereafter, if not terminated with respect to a Fund, this
Agreement shall continue automatically for successive periods of 12 months each, provided that such continuance is specifically approved at least annually (i) by a vote of a majority of the Board members who are not parties to this Agreement or
interested persons (as defined in the 1940 Act) of any such party, and (ii) by the Board or by a vote of the holders of a majority of the outstanding voting securities (as defined in the 1940 Act) of the Fund.
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5.
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The following shall be, and is hereby added as Section 21 to the Agreement:
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No
Third-Party Beneficiaries
. The Fund is intended to be a third party beneficiary of this Agreement. For the avoidance of doubt, and without in any way implying that there are any other third-party beneficiaries to the Agreement or any other
agreement with respect to the Trust or any of its series, no person other than the Investment Manager and the Subadviser is a party to this Agreement or shall be entitled to any right or benefit arising under or in respect of this Agreement (with
the exception of the Fund), and there are no other third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended to, or shall be read to, (i) create in any other person
(including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against the Investment Manager or Subadviser, or (ii) create or give rise to any duty or obligation on the part of the Investment
Manager or Subadviser (including without limitation any fiduciary duty) to any person other than the Fund, all of which rights, benefits, duties, and obligations are hereby expressly excluded.]
Document Number: 350819
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6.
|
Notices
. Section 12 to the Agreement shall be, and hereby is, amended by deleting the addresses for Subadviser and Investment Manager and replacing them with the following:
|
Subadviser:
(
)
-
Ph.
(
)
-
Fax.
with a copy to:
Ph. (
)
-
Fax (
)
-
Investment Manager:
Paul Mikelson
Vice President,
Subadvised Strategies
Columbia Threadneedle Investments
707 2
nd
Ave. S, Routing: H17 435
Minneapolis, MN 55402
Tel:
(612)
671-4452
Fax: (612)
671-0618
with a copy to:
Christopher O.
Petersen
Vice President and Lead Chief Counsel
Ameriprise Financial, Inc.
Document Number: 350819
5228 Ameriprise Financial Center, Routing: 27/5228
Minneapolis, MN 55474
Tel:
(612)
671-4321
Fax: (612)
671-2680
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7.
|
Miscellaneous
. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement. This Amendment may be executed in counterparts, each of which will be deemed an original and all
of which together will be deemed to be one and the same agreement. As modified herein, the Agreement is confirmed and remains in full force and effect.
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8.
|
Duration and Termination
. Section 9(c) to the Agreement shall be, and hereby is, deleted and replaced with the following:
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In the event of termination of the Agreement, those paragraphs of the Agreement which govern conduct of the parties future interactions
with respect to Subadviser having provided investment management services to the Fund(s) for the duration of the Agreement, including, but not limited to, paragraphs 1(a)(iv)(a), 1(c), 1(d), 1(e), 1(f), 8(a), 8(b), 8(c), 15, 17, 18, 20 and 21 shall
survive such termination of the Agreement.
[REMAINDER OF THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY]
Document Number: 350819
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their officers designated
below as of the day and year first above written.
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Columbia Management Investment Advisers, LLC
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Wells Capital Management Incorporated
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By:
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By:
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Signature
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Signature
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Name:
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David Weiss
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Name:
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Printed
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Printed
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Title:
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Assistant Secretary
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Title:
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Document Number: 350819
AMENDMENT NO. 2
TO THE SUBADVISORY AGREEMENT
SCHEDULE A
[REDACTED
DATA]
Document Number: 350819
Distribution Agreement Schedules CFVST II
Schedule I
As of
May 1, 2017
Columbia Funds Variable Series Trust II
Columbia Variable Portfolio Balanced Fund
Columbia Variable Portfolio Commodity Strategy Fund
Columbia Variable Portfolio Core Equity Fund
Columbia Variable Portfolio Disciplined Core Fund
Columbia Variable Portfolio Dividend Opportunity Fund
Columbia Variable Portfolio Emerging Markets Bond Fund
Columbia Variable Portfolio Emerging Markets Fund
Columbia Variable Portfolio Global Bond Fund
Columbia Variable Portfolio Government Money Market Fund
Columbia Variable Portfolio High Yield Bond Fund
Columbia Variable Portfolio Income Opportunities Fund
Columbia Variable Portfolio Intermediate Bond Fund
Columbia Variable Portfolio Large Cap Growth Fund
Columbia Variable Portfolio Large Cap Index Fund
Columbia Variable Portfolio Limited Duration Credit Fund
Columbia Variable Portfolio Managed Volatility Moderate Growth Fund
Columbia Variable Portfolio Mid Cap Growth Fund
Columbia Variable Portfolio Mid Cap Value Fund
Columbia Variable Portfolio Select International Equity Fund
Columbia Variable Portfolio Select Large-Cap Value Fund
Columbia Variable Portfolio Select Smaller-Cap Value Fund
Columbia Variable Portfolio Seligman Global Technology Fund
Columbia Variable Portfolio U.S. Equities Fund
Columbia Variable Portfolio U.S. Government Mortgage Fund
Variable Portfolio Aggressive Portfolio
Variable Portfolio American Century Diversified Bond Fund
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
Variable Portfolio CenterSquare Real Estate Fund
Variable Portfolio Columbia Wanger International Equities Fund
Variable Portfolio Conservative Portfolio
Variable Portfolio DFA International Value Fund
Variable Portfolio Eaton Vance Floating-Rate Income Fund
Variable Portfolio Jennison Mid Cap Growth Fund
Variable Portfolio Loomis Sayles Growth Fund
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
Variable Portfolio MFS
®
Blended Research
®
Core Equity Fund
Variable Portfolio MFS
®
Value Fund
Variable Portfolio Moderate Portfolio
Variable Portfolio Moderately Aggressive Portfolio
Variable Portfolio Moderately Conservative Portfolio
Variable Portfolio Morgan Stanley Advantage Fund
Variable Portfolio Oppenheimer International Growth Fund
Variable Portfolio Partners Core Bond Fund
Variable Portfolio Partners Small Cap Growth Fund
Variable Portfolio Partners Small Cap Value Fund
Variable Portfolio Pyramis International Equity Fund
Variable Portfolio T.Rowe Price Large Cap Value Fund
Variable Portfolio TCW Core Plus Fund
Variable Portfolio Victory Sycamore Established Value Fund
Variable Portfolio Wells Fargo Short Duration Government Fund
Distribution Agreement Schedules CFVST II
IN WITNESS THEREOF, the parties hereto have executed the foregoing Schedule I as of April 25, 2017.
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COLUMBIA FUNDS VARIABLE SERIES TRUST II on behalf of its respective Funds, if any
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By:
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/s/ Christopher O. Petersen
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Name: Christopher O. Petersen
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Title: President
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COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC.
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By:
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/s/ Jeffrey F. Peters
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Name: Jeffrey F. Peters
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Title: Managing Director and Head of
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Global Institutional Distribution
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Distribution Agreement Schedules CFVST II
SCHEDULE II
COMPENSATION
COMPENSATION TO DISTRIBUTOR. In connection with the distribution of Shares, Distributor will be entitled to receive payments pursuant to any Distribution Plan
and related agreement from time to time in effect between any Fund and Distributor or any particular class of shares of a Fund (12b-1 Plan).
Approved: Sept. 7, 2010
TA CFVST II
TRANSFER AND DIVIDEND DISBURSING AGENT AGREEMENT
This agreement (the Agreement) is made as of March 1, 2016, by and between Columbia Funds Variable Series Trust II (the
Trust) acting on behalf of its series all as listed on Schedule A hereto (as the same may from time to time be amended to add or delete one or more series of the Trust) and Columbia Management Investment Services Corp., a Minnesota
corporation (CMISC) and amends and restates the Transfer and Dividend Disbursing Agent Agreement dated September 7, 2010, by and between the Trust on behalf of each Fund and CMISC.
WHEREAS, the Trust is a registered investment company and desires that CMISC perform certain services for the Funds; and
WHEREAS, CMISC is willing to perform such services upon the terms and subject to the conditions set forth herein.
NOW THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows:
1.
Appointment
. The Trust hereby appoints CMISC to act as Transfer Agent and Dividend Disbursing Agent for the Funds, and CMISC accepts
such appointments and will perform the respective duties and functions of such appointments in the manner hereinafter set forth.
2.
Compensation
. The Trust shall pay to CMISC, or to such person(s) as CMISC may from time to time instruct, for services rendered and costs incurred in connection with the performance of duties hereunder, such compensation and reimbursement as
may from time to time be approved by the Board of Trustees (the Board) of the Trust.
Schedule B hereto sets forth the
compensation and reimbursement arrangements to be effective as of the date of this Agreement, and the treatment of all interest earned with respect to balances in the accounts maintained by CMISC referred to in paragraphs 5, 8, and 9 of this
Agreement, net of any charges imposed by the bank(s) at which CMISC maintains such accounts.
3.
Copies of Documents
. The Trust will
furnish CMISC with copies of the following documents: the Declaration of Trust of the Trust and all amendments thereto; and the Trusts registration statement (the Registration Statement) as in effect on the date hereof under the
Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, and all amendments or supplements thereto hereafter filed. The prospectus(es) and statement(s) of additional information contained in each such Registration
Statement, as from time to time amended and supplemented, together are herein collectively referred to as the Prospectus.
4.
Lost or Destroyed Certificates
. In case of the alleged loss or destruction of any shareholder certificate, no new certificate shall be issued in lieu thereof. CMISC shall cancel such lost or destroyed certificate, and, provided that the
purported holder of such lost or destroyed certificate furnishes to CMISC an affidavit of loss of the shares represented by such
lost or destroyed certificate in a form satisfactory to CMISC, supported by an appropriate bond satisfactory to CMISC and the Trust and issued by a surety company satisfactory to CMISC, CMISC
shall reflect the ownership by such holder of the shares represented by such lost or destroyed certificate in its book entry system.
5.
Receipt of Funds for Investment
. CMISC will maintain one or more accounts with its cash management bank into which it will deposit funds payable to CMISC as agent for, or otherwise identified as being for the account of, each Fund, and will
promptly thereafter deposit such funds in the Funds account with its custodian (the Custodian) and notify the Fund of such deposits in writing.
6.
Shareholder Accounts
. Upon receipt of any funds referred to in paragraph 5 hereof, CMISC will compute the number of shares purchased
by the shareholder according to the net asset value of Fund shares next determined after such receipt; and
(a) in the case of a new
shareholder, open and maintain an open account for such shareholder in the name or names set forth in the subscription application form; and
(b) send to the shareholder a confirmation indicating the amount of full and fractional shares purchased (in the case of fractional shares,
rounded to three decimal places) and the price per share;
all subject to any reasonable instructions which the Funds principal underwriter (the
Distributor) or a Trust may give to CMISC with respect to rejection of orders for shares and in accordance with the Prospectus.
7.
Unpaid Checks
. In the event that any check or other order for payment of money on the account of any shareholder or new investor is
returned for any reason, CMISC will take such steps, including imposition of a reasonable processing or handling fee on such shareholder or investor, as CMISC may, in CMISCs discretion, deem appropriate, or as a Trust or the Distributor may
instruct CMISC.
8.
Dividends and Distributions
. The Trust will promptly notify CMISC of the declaration of any dividend or
distribution with respect to shares of Funds of the Trust, the amount of such dividend or distribution, the date each such dividend or distribution shall be paid, and the record date for determination of shareholders entitled to receive such
dividend or distribution. As Dividend Disbursing Agent, CMISC will, on or before the payment date of any such dividend or distribution, notify the Custodian of the estimated amount of cash required to pay such dividend or distribution, and the Trust
agrees that on or before the mailing date of such dividend or distribution it will instruct the Custodian to make available to CMISC sufficient funds therefor in a dividend and distribution account maintained by CMISC with the Custodian. As Dividend
Disbursing Agent, CMISC will prepare and distribute to shareholders any funds to which they are entitled by reason of any dividend or distribution and, in the case of shareholders entitled to receive additional shares by reason of any such dividend
or distribution, CMISC will make or cause to be recorded appropriate credits to their accounts and prepare and mail to shareholders a confirmation statement. CMISC will replace lost or stolen checks issued to a shareholder upon receipt of proper
notification and will maintain any stop payment order against the lost or stolen checks, subject to the imposition of a reasonable processing or handling fee on such shareholder, as CMISC may, in CMISCs discretion, deem appropriate, or as the
Trust or the Distributor may instruct CMISC.
9.
Repurchase and Redemptions
. CMISC will receive and stamp with the date of receipt all
requests delivered to CMISC for repurchase or redemption of shares and CMISC will process such repurchases as agent for the Distributor and such redemptions as agent for the Trust as follows, all in accordance with the terms and procedures set forth
in the Funds Prospectus:
(a) If such request complies with standards for repurchase or redemption approved from time to time by the
Trust, CMISC will, on or prior to the seventh calendar day succeeding the receipt of any such request for repurchase or redemption in good order, pay to the shareholder from funds deposited by the Trust from time to time in a repurchase and
redemption account maintained by CMISC with its cash management bank, the appropriate repurchase or redemption price, as the case may be, as set forth in the Prospectus;
(b) If such request does not comply with said standards for repurchase or redemption as approved by the Trust, CMISC will promptly notify the
shareholder of such fact, together with the reason therefor, and shall effect such repurchase or redemption at the price in effect at the time of receipt of documents complying with said standards, or, in the case of a repurchase, at such other time
as the Distributor, as agent for the Trust, shall so direct; and
(c) CMISC shall notify the Trust and the Distributor as soon as
practicable on each business day of the total number of Fund shares covered by requests for repurchase or redemption that were received by CMISC in proper form on the previous business day, such notification to be confirmed in writing.
10.
Exchanges and Transfers
. Upon receipt by CMISC of a request to exchange Fund shares held in a shareholders account for shares
of another Fund, CMISC will verify that the exchange request is made by authorized means and that the requested exchange is in accordance with the Trusts applicable policies and will process a redemption and corresponding purchase of shares in
accordance with the Trusts redemption and purchase policies and in accordance with the redemption and purchase provisions of this Agreement. Upon receipt by CMISC of a request to transfer Fund shares accompanied by such endorsements,
instruments of assignment or evidence of succession as CMISC may require and further accompanied by payment of any applicable transfer taxes, and satisfaction of any conditions contained in the Trusts Declaration of Trust, By-Laws, and
Prospectus, CMISC will record the transfer of ownership of such shares in the appropriate records and will process the transfer in accordance with the Trusts transfer policies and will open an account for the transferee, if a new shareholder,
in accordance with the provisions of this Agreement.
11.
Tax Forms and Reports
. CMISC will prepare, file with the Internal Revenue
Service and with any other foreign, federal, state or local governmental agency which may require such filing, and, if required, mail to shareholders such forms and reports for reporting dividends and distributions paid by the Funds as are required
to be so prepared, filed and mailed by applicable laws, rules and regulations, and CMISC will withhold from distributions to shareholders such sums as are required to be withheld under applicable foreign, federal and state income tax laws, rules and
regulations.
12.
Record Keeping
. CMISC will maintain records, which at all times will be the property
of the Trust and available for inspection by the Trust and Distributor, showing for each shareholders account the following:
(a)
Name, address and United States taxpayer identification or Social Security number, if provided (or amounts withheld with respect to dividends and distributions on shares if a taxpayer identification or Social Security number if not provided);
(b) Number of shares held and number of shares for which certificates have been issued;
(c) Historical information regarding the account of each shareholder, including dividends and distributions paid, if any, and the date and
price for all transactions on a shareholders account;
(d) Any stop or restraining order placed against a shareholders account;
(e) Information with respect to withholdings of taxes on dividends paid to foreign accounts; and
(f) Any instruction as to record address, and any correspondence or instructions or privileges (such as a telephone exchange privilege),
relating to the maintenance of a shareholders account.
In addition, CMISC will keep and maintain on behalf of the Trust all records
which the Trust or CMISC is required to keep and maintain pursuant to any applicable statute, rule or regulation, including without limitation, Rules 17Ad-6 and 17Ad-7 under the Securities Exchange Act of 1934, and Rule 31(a)-1 under the Investment
Company Act of 1940, relating to the maintenance of records in connection with the services to be provided hereunder.
13.
Other
Information Furnished
. CMISC will furnish to the Trust and the Distributor or to third parties at their direction, such as the Trusts Blue Sky service provider, such other information, including shareholder lists and statistical
information as may be agreed upon from time to time between CMISC and the Trust. CMISC shall notify the Trust of any request or demand to inspect the share records books of the Trust and will act upon the instructions of the Trust as to permitting
or refusing such inspection. CMISC will also provide reports pertaining to the services provided under this Agreement as the Trust or its Board may reasonably request.
14.
Shareholder Inquiries
. CMISC will respond promptly to written correspondence from shareholders, registered representatives of
broker-dealers engaged in selling Fund shares, the Trust and the Distributor relating to its duties hereunder, and such other correspondence or communications as may from time to time be mutually agreed upon between CMISC and the Trust. CMISC also
will respond promptly to telephone inquiries from shareholders with respect to existing accounts.
15.
Communications to Shareholders and Meetings
. CMISC will determine all shareholders
entitled to receive, and will address and mail, all communications by the Trust to its shareholders, including annual and semi-annual reports to shareholders, proxy material for meetings of shareholders, dividend notifications, and other periodic
communications to shareholders. CMISC will receive, examine and tabulate returned and completed proxy cards for meetings of shareholders and certify the vote to the Trust.
16.
Other Services
. If and as requested by the Trust (and as mutually agreed upon by the parties as to any reasonable out-of-pocket
expenses), CMISC shall provide any additional related services, including but not limited to services pertaining to escheatments, abandoned property, garnishment orders, bankruptcy and divorce proceedings, Internal Revenue Service or state tax
authority tax levies and summonses, and U.S. Treasury Office of Foreign Assets Control and all matters relating to the foregoing.
17.
Insurance
. CMISC will maintain adequate insurance coverage with respect to the services provided under this Agreement, and will not allow such insurance coverage to lapse, without the prior written consent of the Trust.
18.
Service Levels
. CMISC agrees to report to the Board of the Trust on the nature and quality of the services it provides to the Funds
under this Agreement, as may be requested by the Board from time to time.
19.
Duty of Care and Indemnification
. CMISC will at all
times use reasonable care and act in good faith in performing its duties hereunder. CMISC will not be liable or responsible for delays or errors by reason of circumstances beyond its control, including without limitation, acts of civil or military
authority, national or state emergencies, labor difficulties, fire, mechanical breakdown, flood or catastrophe, acts of God, insurrection, war, riots or failure of transportation, communication or power supply, so long as CMISC maintains
comprehensive business continuity plans and procedures pursuant to Section 26 hereof.
CMISC may rely on certifications of the
Secretary, any Assistant Secretary, the President, any Vice President, the Treasurer or any Assistant Treasurer of a Trust as to proceedings or facts in connection with any action taken by the shareholders or the Board of that Trust, and upon
instructions not inconsistent with this Agreement from the President, any Vice President, the Treasurer or any Assistant Treasurer of that Trust. CMISC may seek from counsel for a Trust, at the Trusts expense, or its own counsel advice
whenever it deems it appropriate. With respect to any action reasonably taken on the basis of such certifications or instructions or in accordance with the advice of counsel for a Trust, the Trust will indemnify and hold harmless CMISC from any and
all losses, claims, damages, liabilities and expenses (including reasonable counsel fees and expenses), provided that such certifications or instructions are not provided by an employee of CMISC or any affiliate of CMISC.
The Trust will indemnify CMISC against and hold CMISC harmless from any and all losses, claims, damages, liabilities and expenses (including
reasonable counsel fees and expenses) arising out of or in connection with any material breach by the Trust of any provision of this Agreement provided that such claim, demand, action or suit is not the result of CMISCs bad faith or
negligence.
In any case in which a Trust may be asked to indemnify or hold harmless CMISC, CMISC shall advise
the Trust of all pertinent facts concerning the situation giving rise to the claim or potential claim for indemnification, and CMISC shall use reasonable care to identify and notify the Trust promptly concerning any situation which presents or
appears likely to present a claim for indemnification.
20.
Employees
. CMISC is responsible for the employment, control and conduct
of its agents and employees and for injury or harm to such agents or employees or to others caused by such agents or employees. CMISC assumes full responsibility for its agents and employees under applicable statutes and agrees to pay all employer
taxes thereunder.
21.
AML/CIP
. CMISC agrees to use its best efforts to provide anti-money laundering services to the Trust and to
operate the Trusts customer identification program, in each case in accordance with the written procedures developed by CMISC and adopted or approved by the Board of the Trust and with applicable law and regulation. CMISC further agrees to
cooperate with any request from examiners or other personnel of U.S. Government agencies having jurisdiction over the Trust for information and records relating to the anti-money laundering procedures or services and consents to inspection by such
examiners or other personnel for this purpose.
22.
Termination
. This Agreement shall continue indefinitely until terminated (with
respect to any Trust) by not less than sixty (60) days written notice given by the Trust to CMISC or by six (6) months written notice given by CMISC to the Trust. Upon termination hereof, the relevant Trust shall pay such
compensation as may be due to CMISC as of the date of such termination.
23.
Successors
. In the event that in connection with
termination of this Agreement a successor to any of CMISCs duties or responsibilities hereunder is designated by a Trust by written notice to CMISC, CMISC shall promptly, at the expense of the Trust, transfer to such successor a certified list
of the shareholders of the Funds (with name, address and taxpayer identification or Social Security number), the historical record of the account of each shareholder and the status thereof, and all other relevant books, records, correspondence and
other data established or maintained by CMISC under this Agreement in a form reasonably acceptable to the Trust (if such form differs from the form in which CMISC has maintained the same, the Trust shall pay any expenses associated with transferring
the same to such form), and will cooperate in the transfer of such duties and responsibilities, including provision for assistance from CMISCs personnel in the establishment of books, records and other data by such successor. CMISC shall be
entitled to reasonable compensation and reimbursement of its out-of-pocket expenses in respect of assistance provided in accordance with the preceding sentence, unless such termination resulted from a material breach of this Agreement by CMISC or
was caused by CMISC. Also, in the event of the termination of this Agreement, to the extent permitted by the agreements or licenses described below, CMISC shall, if requested by the officers on behalf of the Board of the Trust, use reasonable
efforts to assign to the Trust, or its designee, such portion of its rights under any existing agreements to which it is a party and pursuant to which it has a right to have access to data processing capability in connection with the services
contemplated by this Agreement and under any licenses to use third-party software in connection with the services contemplated by this Agreement and under any licenses to use third-party software in
connection therewith as is applicable to the Trust, and in connection with such assignment shall grant to the assignee an irrevocable right and license or sublicenses, on a non-exclusive basis,
to use any software used in connection therewith and, on an exclusive basis, any proprietary rights or interest which it has under such agreements or licenses.
24.
Use of Affiliated Companies and Subcontractors
. In connection with the services to be provided by CMISC under this Agreement, CMISC
may, to the extent it deems appropriate, and subject to compliance with the requirements of applicable laws and regulations and upon receipt of approval of the Board of a Trust, make use of (i) its affiliated companies and their directors,
trustees, officers and employees and (ii) subcontractors selected by it, with the understanding that there shall be no diminution in the quality or level of services provided to the Trust, and provided that CMISC shall supervise and remain
fully responsible for the services of all such third parties in accordance with and to the extent provided in this Agreement. All costs and expenses associated with services provided by any such third parties shall be borne by CMISC or such parties,
except to the extent specifically provided otherwise in this Agreement.
25.
Confidentiality
. CMISC agrees on behalf of itself and
its employees to treat confidentially and as proprietary information of the Trust all records and other information relative to the Trust and its prior, present or potential shareholders and not to use such records and information for any purpose
other than performance of its responsibilities and duties under this Agreement, except after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where CMISC may be
exposed to civil or criminal contempt proceedings for failure to comply, when requested to divulge such information by duly constituted authorities or when so requested by the Trust. Furthermore, CMISC will implement procedures reasonably designed
to safeguard information in accordance with the Funds privacy policy as adopted by the Board and with applicable laws and regulations.
26.
Compliance
. CMISC agrees to comply with all applicable federal, state and local laws and regulations, codes, orders, self-regulatory
organization guidelines or regulations, and government rules in the performance of its duties under this Agreement. CMISC agrees to provide the Trust with such certifications, reports and other information, and reasonable access to appropriate
personnel and facilities, as the Trust may reasonably request from time to time to assist it in complying with, and monitoring for compliance with, applicable laws, rules and regulations. CMISC will implement, test and maintain comprehensive
business continuity plans and procedures as appropriate to provide uninterrupted services to the Trust pursuant to this Agreement. Notwithstanding anything else in this Agreement, CMISC will perform all services covered by the Agreement in a manner
so as to conform with the procedures and arrangements described in the Funds Prospectus.
27.
Market Timing
. CMISC will assist
other service providers of the Trust as necessary in the implementation of the Trusts market timing policy adopted by the Board, as set forth in the Funds Prospectus. Furthermore, to the extent applicable, CMISC will carry out its
obligations set forth in the Funds Compliance Program concerning the implementation and administration of policies and procedures relating to Rule 22c-2 under the 1940 Act.
28.
No Third-Party Beneficiaries
. For the avoidance of doubt, and without in any way
indicating or implying that there are any third-party beneficiaries to the Agreement or any other agreement to which Trust or any series thereof is a party, no person other than each Trust and the CMISC shall be deemed to be a party to this
Agreement or shall be entitled to any right or benefit arising under or in respect of this Agreement; there are no third-party beneficiaries of this Agreement. Without limiting the generality of the foregoing, nothing in this Agreement is intended
to, or shall be read to, (i) create in any person other than each Trust and the CMISC (including without limitation any shareholder of any Fund) any direct, indirect, derivative, or other rights against a Trust or the CMISC, or (ii) create
or give rise to any duty or obligation on the part of the CMISC or a Trust (including without limitation any fiduciary or other duty) to any person.
29.
Miscellaneous
. This Agreement shall be construed in accordance with and governed by the laws of the Commonwealth of Massachusetts.
Each Trust and CMISC hereby consent to the jurisdiction of a state of federal court situated in the Commonwealth of Massachusetts in connection with any dispute arising hereunder. Any action or dispute between any Trust and CMISC arising out of this
Agreement shall be brought exclusively in the state or federal courts in the Commonwealth of Massachusetts. Each Trust and CMISC hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which any such party may now
or hereafter have to the laying of venue of any such proceeding brought in such a court and any claim that such proceeding brought in such a court has been brought in an inconvenient forum.
The captions in this Agreement are included for convenience of reference only and in no way define or limit any of the provisions of this
Agreement or otherwise affect their construction or effect. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same
instrument. This Agreement may be amended or modified only by a written document signed by both parties hereto. All provisions regarding indemnification, liability, and limits thereon, and confidentiality shall survive the termination of this
Agreement. This Agreement, including the attached Schedules, sets forth the entire understanding of the parties hereto with respect to the subject matter hereof and incorporates, merges and supersedes any and all prior understandings and
communications, whether written or oral, with respect to such subject matter.
A copy of the Agreement and Declaration of Trust of the
Trusts that are organized as Massachusetts business trusts are on file with the Secretary of the Commonwealth of Massachusetts, and CMISC acknowledges that this Agreement is executed on behalf of the Trust by an officer thereof in his or her
capacity as an officer thereof and not individually, and that the obligations of or arising out of this Agreement are not binding upon any of the trustees, officers, employees, agents or shareholders of the Trusts individually, but are binding
solely upon the assets and property of the Trust. CMISC further acknowledges that the assets and liabilities of each Fund that is a series of the Trust are separate and distinct and that the obligations of or arising out of this Agreement with
respect to each Fund that is a series of the Trust are binding solely upon the assets or property of such Fund. CMISC also agrees that obligations of or arising out of this Agreement with respect to each Fund that is a series of the Trust shall be
several and not joint, in accordance with its proportionate interest hereunder, and agrees not to proceed (by way of claim, set-off or otherwise) against any Fund for the obligations of another Fund.
IN WITNESS THEREOF, the parties hereto have executed the foregoing Agreement as of March 1, 2016.
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COLUMBIA FUNDS VARIABLE SERIES TRUST II,
on behalf of their respective series listed on Schedule A
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By:
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/s/ Christopher O. Petersen
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Name: Christopher O. Petersen
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Title: President
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COLUMBIA MANAGEMENT INVESTMENT SERVICES CORP.
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By:
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/s/ Lyn Kephart-Strong
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Name: Lyn Kephart-Strong
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Title: President
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Schedule TA Agreement CFVST II
SCHEDULE A
As of
May 1, 2017
Columbia Funds Variable Series Trust II
Columbia Variable Portfolio Balanced Fund
Columbia Variable Portfolio Commodity Strategy Fund
Columbia Variable Portfolio Core Equity Fund
Columbia Variable Portfolio Disciplined Core Fund
Columbia Variable Portfolio Dividend Opportunity Fund
Columbia Variable Portfolio Emerging Markets Bond Fund
Columbia Variable Portfolio Emerging Markets Fund
Columbia Variable Portfolio Global Bond Fund
Columbia Variable Portfolio Government Money Market Fund
Columbia Variable Portfolio High Yield Bond Fund
Columbia Variable Portfolio Income Opportunities Fund
Columbia Variable Portfolio Intermediate Bond Fund
Columbia Variable Portfolio Large Cap Growth Fund
Columbia Variable Portfolio Large Cap Index Fund
Columbia Variable Portfolio Limited Duration Credit Fund
Columbia Variable Portfolio Managed Volatility Moderate Growth Fund
Columbia Variable Portfolio Mid Cap Growth Fund
Columbia Variable Portfolio Mid Cap Value Fund
Columbia Variable Portfolio Select International Equity Fund
Columbia Variable Portfolio Select Large-Cap Value Fund
Columbia Variable Portfolio Select Smaller-Cap Value Fund
Columbia Variable Portfolio Seligman Global Technology Fund
Columbia Variable Portfolio U.S. Equities Fund
Columbia Variable Portfolio U.S. Government Mortgage Fund
Variable Portfolio Aggressive Portfolio
Variable Portfolio American Century Diversified Bond Fund
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
Variable Portfolio CenterSquare Real Estate Fund
Variable Portfolio Columbia Wanger International Equities Fund
Variable Portfolio Conservative Portfolio
Variable Portfolio DFA International Value Fund
Variable Portfolio Eaton Vance Floating-Rate Income Fund
Variable Portfolio Jennison Mid Cap Growth Fund
Variable Portfolio Loomis Sayles Growth Fund
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
Variable Portfolio MFS
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Blended Research
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Core Equity Fund
Variable Portfolio MFS
®
Value Fund
Variable Portfolio Moderate Portfolio
Variable Portfolio Moderately Aggressive Portfolio
Variable Portfolio Moderately Conservative Portfolio
Variable Portfolio Morgan Stanley Advantage Fund
Variable Portfolio Oppenheimer International Growth Fund
Variable Portfolio Partners Core Bond Fund
Variable Portfolio Partners Small Cap Growth Fund
Variable Portfolio Partners Small Cap Value Fund
Variable Portfolio Pyramis International Equity Fund
Variable Portfolio T.Rowe Price Large Cap Value Fund
Variable Portfolio TCW Core Plus Fund
Variable Portfolio Victory Sycamore Established Value Fund
Variable Portfolio Wells Fargo Short Duration Government Fund
Transfer and Dividend Disbursing Agent Agreement
SCHEDULE B
Payments under the Agreement to CMISC shall be made in the first two weeks of the month following the month in which a service is rendered or an expense
incurred.
Transfer agency fees for each of Class 1, Class 2 and Class 3 shares shall be calculated at the annual rate of 0.06% of the net assets
attributable to such class.
Transfer agency fees for Class 2 for Columbia VP Managed Volatility Moderate Growth Fund, and for Class 2 and Class 4
for Variable Portfolio Aggressive Portfolio, Variable Portfolio Conservative Portfolio, Variable Portfolio Moderate Portfolio, Variable Portfolio Moderately Aggressive Portfolio and Variable Portfolio Moderately
Conservative Portfolio shall be calculated as follows:
0.00% - on assets invested in underlying funds that pay a transfer agency fee to
CMISC; and
0.06% - on assets invested in securities (other than underlying mutual funds that pay a transfer agency fee to CMISC),
including other funds that do not pay a transfer agency fee to CMISC, exchange-traded funds, derivatives and individual securities.
There is no Transfer
agency services fee for Columbia VP Core Equity Fund.
In addition, CMISC shall be entitled to retain as additional compensation for its services
all CMISC revenues for fees for wire, telephone, and redemption orders, account transcripts due CMISC from shareholders of the Fund and interest (net of bank charges) earned with respect to balances in the accounts referred to in paragraph 2 of the
Agreement.
All determinations hereunder shall be in accordance with generally accepted accounting principles and subject to audit by the Funds
independent accountants.
Except as expressly provided in the Agreement, CMISC shall not be entitled to reimbursement for out-of-pocket expenses. The
Funds will promptly reimburse CMISC for any other unscheduled expenses incurred by CMISC whenever the Funds and CMISC mutually agree that such expenses are not otherwise properly borne by CMISC as part of its duties under the Agreement.
IN WITNESS THEREOF, the parties hereto have executed the foregoing Schedule A and Schedule B as of April 25,
2017.
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COLUMBIA FUNDS VARIABLE SERIES TRUST II
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on behalf of its respective series listed on Schedule A
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By:
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/s/ Christopher O. Petersen
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Name: Christopher O. Petersen
Title:
President
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COLUMBIA MANAGEMENT INVESTMENT SERVICES CORP.
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By:
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/s/ Lyn Kephart-Strong
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Name: Lyn Kephart-Strong
Title:
President
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Fee Waiver Schedule CFST, CFST II and CFVST II
SCHEDULE A
As of
May 1, 2017
Columbia Funds Series Trust
Columbia AMT-Free California Intermediate Muni Bond Fund
1
Columbia AMT-Free Georgia Intermediate Muni Bond Fund
1
Columbia AMT-Free Maryland Intermediate Muni Bond Fund
1
Columbia AMT-Free North Carolina Intermediate Muni Bond Fund
1
Columbia AMT-Free South Carolina Intermediate Muni Bond Fund
1
Columbia AMT-Free Virginia Intermediate Muni Bond Fund
1
Columbia Capital Allocation Moderate Aggressive Portfolio
2
Columbia Capital Allocation Moderate Conservative Portfolio
2
Columbia Convertible Securities Fund
1
Columbia Global Strategic Equity Fund
2
Columbia Large Cap Growth Fund III
1
Columbia Large Cap Enhanced Core Fund
1
Columbia Large Cap Index Fund
1
Columbia Mid Cap Index Fund
1
Columbia Mid Cap Value Fund
1
Columbia Overseas Value Fund
1
Columbia Select International Equity
Fund
1
Columbia Select Large Cap Equity Fund
1
Columbia Short Term Bond Fund
1
Columbia Short Term Municipal Bond Fund
1
Columbia Small Cap Index Fund
1
Columbia Small Cap Value Fund II
1
Columbia Funds Series Trust II
Columbia
Absolute Return Currency and Income Fund
1
Columbia Asia Pacific ex-Japan Fund
1
Columbia Capital Allocation Aggressive Portfolio
2
Columbia Capital Allocation Conservative Portfolio
2
Columbia Capital Allocation Moderate Portfolio
2
Columbia Commodity Strategy Fund
1
Columbia Disciplined Core Fund
1
Columbia Disciplined Growth Fund
1
Columbia Disciplined Value Fund
1
Columbia Diversified Equity Income Fund
1
Columbia Dividend Opportunity Fund
1
Columbia Emerging Markets Bond Fund
1
Columbia European Equity Fund
1
Columbia Flexible Capital Income Fund
1
Columbia Floating Rate Fund
1
Columbia Global Bond Fund
1
Columbia Global Equity Value Fund
1
Columbia Global Opportunities Fund
1
Columbia Global Infrastructure Fund
1
Columbia High Yield Bond Fund
1
Columbia Income Builder Fund
1
Columbia Income Opportunities Fund
1
Columbia Inflation Protected Securities Fund
1
Columbia Limited Duration Credit Fund
1
Columbia Minnesota Tax-Exempt Fund
1
Columbia Money Market Fund
1
Columbia Mortgage Opportunities Fund
1
Columbia Select Global Equity Fund
1
Columbia Select Large-Cap Value Fund
1
Columbia Select Smaller-Cap Value Fund
1
Columbia Seligman Communications and Information Fund
1
Columbia Seligman Global Technology Fund
1
Columbia Short-Term Cash Fund
1
Columbia Small/Mid Cap Value Fund
1
Columbia Strategic Municipal Income Fund
1
Columbia U.S. Government Mortgage Fund
1
Multi-Manager Value Strategies Fund
1
Fee Waiver Schedule CFST, CFST II and CFVST II
Columbia Funds Variable Series Trust II
Columbia Variable Portfolio Balanced Fund
1
Columbia Variable Portfolio Commodity Strategy Fund
1
Columbia Variable Portfolio Core Equity Fund
1
Columbia Variable Portfolio Disciplined Core Fund
1
Columbia Variable Portfolio Dividend Opportunity Fund
1
Columbia Variable Portfolio Emerging Markets Bond Fund
1
Columbia Variable Portfolio Emerging Markets Fund
1
Columbia Variable Portfolio Global Bond Fund
1
Columbia Variable Portfolio Government Money Market Fund
1
Columbia Variable Portfolio High Yield Bond Fund
1
Columbia Variable Portfolio Income Opportunities Fund
1
Columbia Variable Portfolio Intermediate Bond Fund
1
Columbia Variable Portfolio Large Cap Growth Fund
1
Columbia Variable Portfolio Large Cap Index Fund
1
Columbia Variable Portfolio Limited Duration Credit Fund
1
Columbia Variable Portfolio Managed Volatility Moderate Growth Fund
3
Columbia Variable Portfolio Mid Cap Growth Fund
1
Columbia Variable Portfolio Mid Cap Value Fund
1
Columbia Variable Portfolio Select International Equity Fund
1
Columbia Variable Portfolio Select Large-Cap Value Fund
1
Columbia Variable Portfolio Select Smaller-Cap Value Fund
1
Columbia Variable Portfolio Seligman Global Technology Fund
1
Columbia Variable Portfolio U.S. Equities Fund
1
Columbia Variable Portfolio U.S. Government Mortgage Fund
1
Variable Portfolio Aggressive Portfolio
1
Variable Portfolio American Century Diversified Bond Fund
1
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
1
Variable Portfolio Columbia Wanger International Equities Fund
1
Variable Portfolio Conservative Portfolio
1
Variable Portfolio DFA International Value Fund
1
Variable Portfolio Eaton Vance Floating-Rate Income Fund
1
Variable Portfolio Jennison Mid Cap Growth Fund
1
Variable Portfolio Loomis Sayles Growth Fund
1
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
1
Variable Portfolio MFS
®
Blended Research
®
Core Equity Fund
1
Variable
Portfolio MFS
®
Value Fund
1
Variable Portfolio Moderate Portfolio
1
Variable Portfolio Moderately Aggressive Portfolio
1
Variable Portfolio Moderately Conservative Portfolio
1
Variable Portfolio Morgan Stanley Advantage Fund
1
Variable Portfolio Morgan Stanley Global Real Estate Fund
1
Variable Portfolio Oppenheimer International Growth Fund
1
Variable Portfolio Partners Core Bond Fund
1
Variable Portfolio Partners Small Cap Growth Fund
1
Variable Portfolio Partners Small Cap Value Fund
1
Variable Portfolio Pyramis International Equity Fund
1
Variable Portfolio TCW Core Plus Fund
1
Variable Portfolio T. Rowe Price Large Cap Value Fund
1
Variable Portfolio Victory Sycamore Established Value Fund
1
Variable Portfolio Wells Fargo Short Duration Government Fund
1
1
|
The following fees and expenses are excluded from the Funds operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign
transaction taxes), expenses associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs related to any securities
lending program, dividend expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any other expenses the
exclusion of which is specifically approved by the Funds Board.
|
2
|
The following fees and expenses are excluded from the Funds operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: management service fee,
taxes (including foreign transaction taxes), expenses associated with investment in affiliated and non-affiliated pooled investment vehicles (including mutual funds and exchange-traded funds), transaction costs and brokerage commissions, costs
related to any securities lending program, dividend expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on borrowed money, interest, infrequent and/or unusual expenses and any
other expenses the exclusion of which is specifically approved by the Funds Board.
|
3
|
The following fees and expenses are excluded from the Funds operating expenses when calculating the waiver/reimbursement commitment, and therefore will be paid by the Fund, if applicable: taxes (including foreign
transaction taxes), transaction costs and brokerage commissions, costs related to any securities lending program, dividend expenses associated with securities sold short, inverse floater program fees and expenses, transaction charges and interest on
borrowed money, interest, infrequent and/or unusual expenses and any other expenses the exclusion of which is specifically approved by the Funds Board.
|
Fee Waiver Schedule CFST, CFST II and CFVST II
IN WITNESS THEREOF, the parties hereto have executed the foregoing Schedule A as of April 25, 2017.
|
|
|
COLUMBIA FUNDS SERIES TRUST
|
COLUMBIA FUNDS SERIES TRUST II
|
COLUMBIA FUNDS VARIABLE SERIES TRUST II
|
Each for itself and on behalf of its respective series listed on this Schedule A
|
|
|
By:
|
|
/s/ Christopher O. Petersen
|
Name:
|
|
Christopher O. Petersen
|
Title:
|
|
President
|
|
COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC
|
|
|
By:
|
|
/s/ Amy K. Johnson
|
Name:
|
|
Amy K. Johnson
|
Title:
|
|
Head of Operations
|
|
COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC.
|
|
|
By:
|
|
/s/ Jeffrey F. Peters
|
Name:
|
|
Jeffrey F. Peters
|
Title:
|
|
Managing Director and Head of Global Institutional Distribution
|
|
COLUMBIA MANAGEMENT INVESTMENT SERVICES CORP.
|
|
|
By:
|
|
/s/ Lyn Kephart-Strong
|
Name:
|
|
Lyn Kephart-Strong
|
Title:
|
|
President
|
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our reports dated February 21, 2017, relating to the
financial statements and financial highlights, which appear in the December 31, 2016 Annual Reports to Shareholders of Columbia Variable Portfolio - Global Bond Fund, Columbia Variable Portfolio - Intermediate Bond Fund, Columbia Variable
Portfolio - U.S. Equities Fund, Variable Portfolio - Aggressive Portfolio, Variable Portfolio - American Century Diversified Bond Fund, Variable Portfolio - BlackRock Global Inflation-Protected Securities Fund, Variable Portfolio - CenterSquare Real
Estate Fund, Variable Portfolio - Columbia Wanger International Equities Fund, Variable Portfolio - Conservative Portfolio, Variable Portfolio - DFA International Value Fund, Variable Portfolio - Eaton Vance Floating-Rate Income Fund, Variable
Portfolio - Partners Core Bond Fund (formerly known as Variable Portfolio - J.P. Morgan Core Bond Fund), Variable Portfolio - Jennison Mid Cap Growth Fund, Variable Portfolio - MFS Blended Research Core Equity Fund, Variable Portfolio - MFS Value
Fund, Variable Portfolio - Moderate Portfolio, Variable Portfolio - Moderately Aggressive Portfolio, Variable Portfolio - Moderately Conservative Portfolio, Variable Portfolio - Morgan Stanley Advantage Fund, Variable Portfolio - Los Angeles Capital
Large Cap Growth Fund (formerly known as Variable Portfolio - Nuveen Winslow Large Cap Growth Fund), Variable Portfolio - Oppenheimer International Growth Fund, Variable Portfolio - Partners Small Cap Growth Fund, Variable Portfolio - Partners Small
Cap Value Fund, Variable Portfolio - Pyramis
®
International Equity Fund, Variable Portfolio - TCW Core Plus Bond Fund, Variable Portfolio - Victory Sycamore Established Value Fund, Variable
Portfolio - Wells Fargo Short Duration Government Fund and Variable Portfolio - T. Rowe Price Large Cap Value Fund (twenty-eight of the funds constituting Columbia Funds Variable Series Trust II), which are also incorporated by reference into the
Registration Statement. We also consent to the references to us under the headings Financial Highlights, Independent Registered Public Accounting Firm and Organization and Management of Wholly-Owned Subsidiaries
in such Registration Statement.
|
/s/ PricewaterhouseCoopers LLP
|
Minneapolis, Minnesota
|
April 26, 2017
|
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our reports dated February 17, 2017, relating to the
financial statements and financial highlights, which appear in the December 31, 2016 Annual Reports to Shareholders of Columbia Variable Portfolio - Balanced Fund, Columbia Variable Portfolio - Commodity Strategy Fund, Columbia Variable
Portfolio - Core Equity Fund, Columbia Variable Portfolio - Disciplined Core Fund, Columbia Variable Portfolio - Dividend Opportunity Fund, Columbia Variable Portfolio - Emerging Markets Bond Fund, Columbia Variable Portfolio - Emerging Markets
Fund, Columbia Variable Portfolio - Government Money Market Fund, Columbia Variable Portfolio - High Yield Bond Fund, Columbia Variable Portfolio - Income Opportunities Fund, Columbia Variable Portfolio - Large Cap Growth Fund, Columbia Variable
Portfolio - Large Cap Index Fund, Columbia Variable Portfolio - Limited Duration Credit Fund, Columbia Variable Portfolio - Managed Volatility Moderate Growth Fund, Columbia Variable Portfolio - Mid Cap Growth Fund, Columbia Variable Portfolio - Mid
Cap Value Fund, Columbia Variable Portfolio - Select International Equity Fund, Columbia Variable Portfolio - Select Large-Cap Value Fund, Columbia Variable Portfolio - Select Smaller-Cap Value Fund, Columbia Variable Portfolio - Seligman Global
Technology Fund, Columbia Variable Portfolio - U.S. Government Mortgage Fund and Variable Portfolio - Loomis Sayles Growth Fund (twenty-two of the funds constituting Columbia Funds Variable Series Trust II), which are also incorporated by reference
into the Registration Statement. We also consent to the references to us under the headings Financial Highlights, Independent Registered Public Accounting Firm and Organization and Management of Wholly-Owned
Subsidiaries in such Registration Statement.
|
/s/ PricewaterhouseCoopers LLP
|
Minneapolis, Minnesota
|
April 26, 2017
|
12b-1 Schedule CFVST II
Schedule A
May 1,
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
Funds
|
|
Classes
|
|
|
Class 2
|
|
|
Class 3
|
|
|
Class 4
|
|
Columbia Funds Variable Series Trust II
|
|
|
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Balanced Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Commodity Strategy Fund
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Disciplined Core Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Dividend Opportunity Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Emerging Markets Bond Fund
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Emerging Markets Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Government Money Market Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Global Bond Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio High Yield Bond Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Income Opportunities Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Intermediate Bond Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Large Cap Index Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Large Cap Growth Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
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|
|
Columbia Variable Portfolio Limited Duration Credit Fund
|
|
|
Class 2
|
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|
Columbia Variable Portfolio Managed Volatility Moderate Growth Fund
|
|
|
Class 2
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|
Columbia Variable Portfolio Mid Cap Growth Fund
|
|
|
Class 2
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Class 3
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Columbia Variable Portfolio Mid Cap Value Fund
|
|
|
Class 2
|
|
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|
Class 3
|
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Columbia Variable Portfolio Select International Equity Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
|
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|
Columbia Variable Portfolio Select Large-Cap Value Fund
|
|
|
Class 2
|
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Class 3
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Columbia Variable Portfolio Select Smaller-Cap Value Fund
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|
|
Class 2
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Class 3
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Columbia Variable Portfolio Seligman Global Technology Fund
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|
|
Class 2
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Columbia Variable Portfolio U.S. Equities Fund
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|
|
Class 2
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Columbia Variable Portfolio U.S. Government Mortgage Fund
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|
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Class 2
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Class 3
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Variable Portfolio Aggressive Portfolio
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|
Class 2
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Class 4
|
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Variable Portfolio American Century Diversified Bond Fund
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|
|
Class 2
|
|
|
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|
|
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
|
|
|
Class 2
|
|
|
|
Class 3
|
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|
|
|
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Variable Portfolio CenterSquare Real Estate Fund
|
|
|
Class 2
|
|
|
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Variable Portfolio Columbia Wanger International Equities Fund
|
|
|
Class 2
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Variable Portfolio Conservative Portfolio
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|
Class 2
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Class 4
|
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Variable Portfolio DFA International Value Fund
|
|
|
Class 2
|
|
|
|
|
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|
Variable Portfolio Eaton Vance Floating-Rate Income Fund
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Variable Portfolio Holland Large Cap Growth Fund
|
|
|
Class 2
|
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Variable Portfolio Jennison Mid Cap Growth Fund
|
|
|
Class 2
|
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Variable Portfolio Loomis Sayles Growth Fund
|
|
|
Class 2
|
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Variable Portfolio Los Angeles Capital Large Cap Growth Fund
|
|
|
Class 2
|
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|
|
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|
|
Variable Portfolio MFS
®
Blended
Research
®
Core Equity Fund
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Variable Portfolio MFS
®
Value
Fund
|
|
|
Class 2
|
|
|
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|
|
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|
Variable Portfolio Moderate Portfolio
|
|
|
Class 2
|
|
|
|
|
|
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Class 4
|
|
Variable Portfolio Moderately Aggressive Portfolio
|
|
|
Class 2
|
|
|
|
|
|
|
|
Class 4
|
|
Variable Portfolio Moderately Conservative Portfolio
|
|
|
Class 2
|
|
|
|
|
|
|
|
Class 4
|
|
Variable Portfolio NFJ Dividend Value Fund
|
|
|
Class 2
|
|
|
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Variable Portfolio Oppenheimer International Growth Fund
|
|
|
Class 2
|
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Variable Portfolio Partners Core Bond Fund
|
|
|
Class 2
|
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Variable Portfolio Partners Small Cap Growth Fund
|
|
|
Class 2
|
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Variable Portfolio Partners Small Cap Value Fund
|
|
|
Class 2
|
|
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Class 3
|
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|
|
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Variable Portfolio Pyramis International Equity Fund
|
|
|
Class 2
|
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Variable Portfolio TCW Core Plus Bond Fund
|
|
|
Class 2
|
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Variable Portfolio T. Rowe Price Large Cap Value Fund
|
|
|
Class 2
|
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Variable Portfolio Victory Sycamore Established Value Fund
|
|
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Class 2
|
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Class 3
|
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Variable Portfolio Wells Fargo Short Duration Government Fund
|
|
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Class 2
|
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|
|
|
|
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|
|
12b-1 Schedule CFVST II
Fee Schedule
The maximum fee for
services under this Plan and Agreement shall be the lesser of the amount of expenses eligible for reimbursement (including any unreimbursed expenses) or a rate equal on an annual basis to the percentage of the average daily net assets of the Fund
attributable to the applicable class as set forth in the table below (the Lesser of Methodology). The Lesser of Methodology shall be determined and applied on a quarterly basis by computing the amount of actual fees and expenses accrued
during the prior quarter (for each share class of each Fund) that were eligible to be paid under Section 3 of the Plan (i.e., the expenses eligible for reimbursement) and comparing that amount to the flat rate for the applicable
Class. If the flat rate exceeds the expenses eligible for reimbursement, then, based on the Lesser of Methodology, the maximum 12b-1 fee amount accrued for such Class is applied on a going forward basis to reflect the actual amount of expenses
eligible for reimbursement for the prior quarter. This determination and calculation is re-applied each subsequent quarter. The frequency of application of the methodology (currently, quarterly) may be revised by the Distributor at any time, after
consultation with the Board.
|
|
|
|
|
Class
|
|
Fee
|
|
Class 2
|
|
|
0.25
|
%
|
Class 3
|
|
|
0.125
|
%
|
Class 4
|
|
|
0.25
|
%
|
Payments under the Plan and Agreement shall be made within five (5) business days after the last day of each month. At
the end of each calendar year, Columbia Management Investment Distributors shall furnish a declaration setting out the actual expenses it has paid and accrued. Any money that has been paid in excess of the amount of these expenses shall be returned
to the Funds.
12b-1 Schedule CFVST II
IN WITNESS THEREOF, the parties hereto have executed the foregoing Schedule A as of April 25, 2017.
|
|
|
|
|
|
COLUMBIA FUNDS VARIABLE SERIES TRUST II
|
|
|
By:
|
|
/s/ Christopher O. Petersen
|
|
|
Name:
|
|
Christopher O. Petersen
|
|
|
Title:
|
|
President
|
|
COLUMBIA MANAGEMENT INVESTMENT DISTRIBUTORS, INC.
|
|
|
By:
|
|
/s/ Jeffrey F. Peters
|
|
|
Name:
|
|
Jeffrey F. Peters
|
|
|
Title:
|
|
Managing Director and Head of Global Institutional Distribution
|
AMENDED AND RESTATED
RULE 18f-3 MULTI-CLASS PLAN
Pursuant to Rule 18f-3 under the Investment Company Act of 1940, as
amended (the 1940 Act), this Rule 18f-3 Multi-Class Plan (Plan) sets forth the methods for allocating fees and expenses among the classes of shares (Shares) in the investment portfolios (the Funds) of
Columbia Funds Variable Series Trust II (the Trust). Among other things, this Plan identifies expenses that may be allocated to a particular class of Shares to the extent that they are actually incurred in a different amount by the class
or relate to a different kind or degree of services provided to the class. In addition, this Plan sets forth the maximum distribution fees, maximum shareholder servicing fees, maximum shareholder administration fees, conversion features, exchange
privileges, other shareholder services and transfer agency fees, if any, applicable or allocated to each class of Shares of the Trust.
The Trust is an open-end series investment company registered under the 1940 Act, the Shares of which are registered on Form N-1A under the
Securities Act of 1933. The Trust offers multiple classes of Shares in its Funds pursuant to the provisions of Rule 18f-3 and this Plan.
Each Fund and the classes of Shares representing interests in the Fund it issues are set forth in
Schedule A
hereto. Schedule A shall
be updated by officers of the Trust from time to time as necessary to reflect the current classes and Funds offered by the Trust.
II.
|
Allocation of Expenses.
|
1.
Except as otherwise set forth herein or as may from
time to time be specifically approved the Trustees, all expenses of each Fund shall be allocated proportionately among the classes of such Fund pro rata based on the relative net assets of each class. Pursuant to Rule 18f-3, the Trust shall allocate
to each class of Shares in a Fund any fees and expenses incurred by the Trust in connection with the distribution and/or the provision of shareholder services to holders of such class of Shares under any distribution plan, shareholder servicing plan
and/or plan administration agreement (a Distribution/Shareholder Servicing Plan).
2.
In addition, pursuant to Rule
18f-3, the Trust may allocate to a particular class of Shares the following fees and expenses, if any, but only to the extent they relate to (as defined below) the particular class of Shares:
|
(i)
|
transfer agency fees and expenses identified by the transfer agent or the officers as being fees and expenses that relate to such class of Shares;
|
|
(ii)
|
printing and postage expenses of preparing and distributing materials such as shareholder reports, prospectuses, reports and proxies to current shareholders of such class of Shares or to regulatory agencies that relate
to such class of Shares;
|
|
(iii)
|
blue sky registration or qualification fees that relate to such class of Shares;
|
|
(iv)
|
Securities and Exchange Commission registration fees that relate to such class of Shares;
|
|
(v)
|
expenses of administrative personnel and services (including, but not limited to, those of a portfolio accountant, custodian or dividend paying agent charged with calculating net asset values or determining or paying
dividends) as required to support the shareholders of such class of Shares;
|
|
(vi)
|
litigation or other legal expenses that relate to such class of Shares;
|
|
(vii)
|
fees of the Trustees of the Trust incurred as a result of issues that relate to such class of Shares;
|
|
(viii)
|
independent accountants fees that relate to such class of Shares; and
|
|
(ix)
|
any other fees and expenses that relate to such class of Shares.
|
Notwithstanding the
foregoing, the Trust may not allocate advisory or custodial fees or other expenses related to the management of a Funds assets to a particular class, except that the Trust may cause a class to pay a different advisory fee to the extent that
any difference in amount paid is the result of the application of the same performance fee provisions in the advisory contract of the Fund to the different investment performance of each class.
3.
For all purposes under this Plan, fees and expenses that relate to a class of Shares are those fees and expenses that are
actually incurred in a different amount by the class or that relate to a different kind or degree of services provided to the class. The officers of the Trust shall have the authority to determine, to the extent permitted by applicable law or
regulation and/or U.S. Securities and Exchange Commission guidance, whether any or all of the fees and expenses described in paragraph 2 above should be allocated to a particular class of Shares. The Treasurer, any Deputy or Assistant Treasurer, or
another appropriate officer of the Trust shall periodically or as frequently as requested by the Board report to the Board of Trustees regarding any such allocations.
4.
For all purposes under this Plan, Daily Dividend Fund means any Fund that has a policy of declaring distributions of net
investment income daily, including any money market fund that determines net asset value using the amortized cost method permitted by Rule 2a-7 under the 1940 Act.
5.
Income and any expenses of Daily Dividend Funds that are not allocated to a particular class of any such Fund pursuant to this Plan
shall be allocated to each class of the Fund on the basis of the net assets of that class in relation to the net assets of the Fund, excluding the value of subscriptions receivable (the Settled Shares Method).
Realized and unrealized capital gains and losses of Daily Dividend Funds that are not allocated to a particular class of any such Fund
pursuant to this Plan shall be allocated to each class of the Fund on the basis of the net assets of that class in relation to the net assets of the Fund (the Relative Net Assets Method).
6.
Income, realized and unrealized capital gains and losses, and any expenses of Funds
that are not Daily Dividend Funds that are not allocated to a particular class of any such Fund pursuant to this Plan shall be allocated to each class of the Fund on the Relative Net Assets Method.
7.
Transfer agency fees for each Share class are charged at a rate set forth in the transfer agency agreement. There is no transfer
agency service fees for Class 2 and Class 4 of Variable Portfolio Aggressive Portfolio, Variable Portfolio Conservative Portfolio, Variable Portfolio Moderate Portfolio, Variable Portfolio Moderately Aggressive Portfolio
and Variable Portfolio Moderately Conservative Portfolio.
8.
In certain cases, a Fund service provider may waive or
reimburse all or a portion of the expenses of a specific class of Shares of the Fund. The applicable service provider shall report to the Board of Trustees regarding any such waivers or reimbursements, including why they are consistent with the fair
and equitable treatment of shareholders of all classes.
The following summarizes the maximum initial sales loads,
contingent deferred sales charges, maximum distribution fees, maximum shareholder servicing fees, maximum plan administration and/or shareholder administration fees, if any, conversion features, exchange privileges and other shareholder service
fees, if any, applicable or allocated to each class of Shares of the Trust. Additional details regarding such fees and services are set forth in the relevant Funds (or Funds) current prospectus(es) and statement of additional
information.
|
A.
|
Maximum Initial Sales Load
: None
|
|
B.
|
Maximum Contingent Deferred Sales Charge
: None
|
|
C.
|
Maximum Distribution/Shareholder Servicing Fees
: None
|
|
D.
|
Conversion Features/Exchange Privileges
: Class 1 Shares of a Fund shall have such conversion features and exchange privileges, if any, as are determined by or ratified by the Board of Trustees of the Trust and
described in the then-current prospectus for such Shares of such Fund.
|
|
E.
|
Other Shareholder Services
: Class 1 Shares of a Fund shall have such arrangements for shareholder services as are determined by or ratified by the Board of Trustees of the Trust and described in the then-current
prospectus for such Shares of such Fund.
|
|
A.
|
Initial Sales Load
: None
|
|
B.
|
Maximum Contingent Deferred Sales Charge
: None
|
|
C.
|
Maximum Distribution/Shareholder Servicing Fees
: Class 2 Shares may pay distribution and service fees pursuant to a Distribution/Shareholder Servicing Plan as described in the prospectuses as from time to time in
effect. Such distribution fees may be in amounts up to 0.25% per annum of the average daily net assets attributable to such class.
|
|
D.
|
Conversion Features/Exchange Privileges
: Class 2 Shares of a Fund shall have such conversion features and exchange privileges, if any, as are determined by or ratified by the Board of Trustees of the Trust and
described in the then-current prospectus for such Shares of such Fund.
|
|
E.
|
Other Shareholder Services
: Class 2 Shares of a Fund shall have such arrangements for shareholder services as are determined by or ratified by the Board of Trustees of the Trust and described in the then-current
prospectus for such Shares of such Fund.
|
|
A.
|
Initial Sales Load
: None
|
|
B.
|
Maximum Contingent Deferred Sales Charge
: None
|
|
C.
|
Maximum Distribution/Shareholder Servicing Fees
: Pursuant to a Distribution/Shareholder Servicing Plan, Class 3 Shares of each Fund may pay distribution fees of up to 0.125% of the average daily net assets of
such Shares.
|
|
D.
|
Conversion Features/Exchange Privileges
: Class 3 Shares of a Fund shall have such conversion features and exchange privileges, if any, as are determined by or ratified by the Board of Trustees of the Trust and
described in the then-current prospectus for such Shares of such Fund.
|
|
E.
|
Other Shareholder Services
: Class 3 Shares of a Fund shall have such arrangements for shareholder services as are determined by or ratified by the Board of Trustees of the Trust and described in the then-current
prospectus for such Shares of such Fund.
|
|
A.
|
Initial Sales Load
: None
|
|
B.
|
Maximum Contingent Deferred Sales Charge
: None
|
|
C.
|
Maximum Distribution/Shareholder Servicing Fees
: Pursuant to a Distribution/Shareholder Servicing Plan, Class 4 Shares of each Fund may pay distribution fees of up to 0.25% of the average daily net assets of such
Shares.
|
|
D.
|
Conversion Features/Exchange Privileges
: Class 4 Shares of a Fund shall have such conversion features and exchange privileges, if any, as are determined by or ratified by the Board of Trustees of the Trust and
described in the then-current prospectus for such Shares of such Fund.
|
|
E.
|
Other Shareholder Services
: Class 4 Shares of a Fund shall have such arrangements for shareholder services as are determined by or ratified by the Board of Trustees of the Trust and described in the then-current
prospectus for such Shares of such Fund.
|
The Board of Trustees of the Trust shall review this Plan, including the
application of the Relative Net Assets Method and the Settled Shares Method to the Funds, as frequently as it deems necessary. Prior to any material amendment(s) to this Plan, the Board of Trustees of the Trust, including a majority of the Trustees
who are not interested persons of the Trust, shall find that the Plan, as proposed to be amended (including any proposed amendments to the method of allocating class and/or Fund expenses), is in the best interests of each class of Shares of the Fund
individually and the Fund as a whole. In considering whether to approve any proposed amendment(s) to the Plan, the Board of Trustees of the Trust shall request and evaluate such information as they consider reasonably necessary to evaluate the
proposed amendment(s) to the Plan.
|
|
|
Adopted:
|
|
September 7, 2010
|
Amended and Restated:
|
|
April 17, 2013
|
Amended and Restated
|
|
April 11, 2014
|
Amended and Restated
|
|
May 1, 2015
|
Amended and Restated
|
|
May 1, 2016
|
Amended and Restated
|
|
May 1, 2017
|
Schedule A
Effective May 1, 2017
Funds and Authorized Classes of Shares
The Funds are authorized to issue those classes of Shares representing interests in the Funds as indicated in the following table:
Funds with Classes 1, 2, 3 and 4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funds
|
|
Classes
|
|
|
Class 1
|
|
|
Class 2
|
|
|
Class 3
|
|
|
Class 4
|
|
Columbia Funds Variable Series Trust II
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Balanced Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Government Money Market Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Commodity Strategy Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Disciplined Core Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Dividend Opportunity Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Emerging Markets Bond Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Emerging Markets Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Global Bond Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio High Yield Bond Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Income Opportunities Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Intermediate Bond Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Large Cap Growth Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Large Cap Index Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Limited Duration Credit Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio Mid Cap Growth Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Mid Cap Value Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Select International Opportunity Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Select Large-Cap Value Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable Portfolio Select Smaller-Cap Value Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Columbia Variable PortfolioSeligman Global Technology Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio U.S. Equities Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
Columbia Variable Portfolio U.S. Government Mortgage Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
Class 3
|
|
|
|
|
|
Variable Portfolio Aggressive Portfolio
|
|
|
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
Class 4
|
|
Variable Portfolio American Century Diversified Bond Fund
|
|
|
Class 1
|
|
|
|
Class 2
|
|
|
|
|
|
|
|
|
|
A-1
|
|
|
|
|
|
|
|
|
Funds
|
|
Classes
|
|
Class 1
|
|
Class 2
|
|
Class 3
|
|
Class 4
|
Variable Portfolio BlackRock Global Inflation-Protected Securities Fund
|
|
Class 1
|
|
Class 2
|
|
Class 3
|
|
|
Variable Portfolio Columbia Wanger International Equities Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Conservative Portfolio
|
|
|
|
Class 2
|
|
|
|
Class 4
|
Variable Portfolio CenterSquare Real Estate Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio DFA International Value Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Eaton Vance Floating-Rate Income Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Jennison Mid Cap Growth Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Loomis Sayles Growth Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Los Angeles Capital Large Cap Growth Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio MFS
®
Value
Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio MFS
®
Blended
Research
®
Core Equity Fund
|
|
Class 1
|
|
Class 2
|
|
Class 3
|
|
|
Variable Portfolio Moderate Portfolio
|
|
|
|
Class 2
|
|
|
|
Class 4
|
Variable Portfolio Moderately Aggressive Portfolio
|
|
|
|
Class 2
|
|
|
|
Class 4
|
Variable Portfolio Moderately Conservative Portfolio
|
|
|
|
Class 2
|
|
|
|
Class 4
|
Variable Portfolio Morgan Stanley Advantage Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Oppenheimer International Growth Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Partners Core Bond Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Partners Small Cap Growth Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Partners Small Cap Value Fund
|
|
Class 1
|
|
Class 2
|
|
Class 3
|
|
|
Variable Portfolio Pyramis International Equity Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio TCW Core Plus Bond Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio T. Rowe Price Large Cap Value Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Variable Portfolio Victory Sycamore Establish Value Fund
|
|
Class 1
|
|
Class 2
|
|
Class 3
|
|
|
Variable Portfolio Wells Fargo Short Duration Government Fund
|
|
Class 1
|
|
Class 2
|
|
|
|
|
Table of Contents
|
|
|
|
|
Purpose of Code
|
|
|
1
|
|
|
|
Why Do We Have a Code of Ethics?
|
|
|
2
|
|
|
|
Does the Code of Ethics Apply to You?
|
|
|
3
|
|
|
|
Restrictions on Personal Investing Activities
|
|
|
5
|
|
|
|
Reporting Requirements
|
|
|
8
|
|
|
|
Can there be any exceptions to the restrictions?
|
|
|
11
|
|
|
|
Confidential Information
|
|
|
13
|
|
|
|
Conflicts of Interest
|
|
|
13
|
|
|
|
What happens if you violate the rules in the Code of Ethics?
|
|
|
13
|
|
|
|
American Century Investments Quarterly Report to Fund Directors
|
|
|
14
|
|
|
|
APPENDIX 1: DEFINITIONS
|
|
|
15
|
|
|
|
APPENDIX 2: WHAT IS BENEFICIAL OWNERSHIP?
|
|
|
18
|
|
|
|
APPENDIX 3: CODE-EXEMPT SECURITIES
|
|
|
21
|
|
|
|
APPENDIX 4: HOW THE PRECLEARANCE PROCESS WORKS
|
|
|
22
|
|
|
|
SCHEDULE A: BOARD APPROVAL DATES
|
|
|
25
|
|
|
|
SCHEDULE B: SUBADVISED FUNDS
|
|
|
26
|
|
|
Defined terms are in
bold italics
. Frequently used terms are defined in Appendix 1.
|
Purpose of Code
The Code
of Ethics guides the personal investment activities of American Century Investments (ACI) employees (including full and part-time employees, contract and temporary employees, officers and directors), and
members of their immediate
family
.
1
The Code of Ethics aids in the elimination and detection of personal securities transactions by employees that might be viewed as fraudulent or might conflict with the
interests of our client portfolios. Such transactions may include:
|
|
|
the misuse of client trading information for personal benefit (including
so-called
front-running),
|
|
|
|
the misappropriation of investment opportunities that may be appropriate for client portfolios,
|
1
|
The Directors of ACI registered investment companies (our Fund Clients) who are not interested persons (the Independent Directors) are covered under a separate Code applicable only to
them.
|
Policy updated: December 19, 2016
1
|
|
|
and excessive personal trading that may affect our ability to provide services to our clients.
|
Violations of
this Code must be promptly reported to the Chief Compliance Officer.
Why Do We Have a Code of Ethics?
A.
|
Investors have placed their trust in ACI
|
As an investment adviser, ACI is entrusted
with the assets of our clients for investment purposes. Our employees personal trading activities and the administration of the Code are governed by these general fiduciary principles:
|
|
|
The interests of our clients must be placed before our own.
|
|
|
|
Any personal securities transactions must be conducted consistent with this Code and in a manner as to avoid even the appearance of a conflict of interest.
|
Complying with these principles is how we earn and keep our clients trust. To protect this trust, we will hold ourselves to the highest
ethical standards.
B.
|
ACI wants to give you flexible investing options
|
Management believes that ACIs
own mutual funds and other pooled investment vehicles provide a broad range of investment alternatives in virtually every segment of the securities market. We encourage ACI employees to use these vehicles for their personal investments. We do not
encourage active trading by our employees. We recognize, however, that individual needs differ and that there are other attractive investment opportunities. As a result, this Code is intended to give you and your family flexibility to invest,
without jeopardizing relationships with our clients.
Our employees are able to undertake personal transactions in stocks and other
individual
securities
subject to the terms of this Code. All employees are required to report their personal security transactions in direct and beneficially owned securities under this Code. Additionally, Portfolio, Investment
and Access Persons are required to receive preclearance of transactions and further limitations are placed on the transactions of Portfolio and Investment Persons.
C.
|
Federal law requires that we have a Code of Ethics
|
The Investment Company Act of 1940
and the Investment Advisers Act of 1940 require that we have safeguards in place to prevent personal investment activities that might take inappropriate advantage of our fiduciary position. These safeguards are embodied in this Code of Ethics.
2
2
|
Rule
17j-1
under the Investment Company Act of 1940 and Rule
204A-1
under the Investment Advisers Act of 1940 serve as a basis for much of
what is contained in ACIs Code of Ethics.
|
Policy updated:
December 19, 2016
2
Does the Code of Ethics Apply to You?
Yes!
All ACI employees and contract personnel must observe the principles contained in this Code of Ethics. This Code applies to your personal
investments, as well as those for which you are a
beneficial owner
.
However, there are different requirements for different categories of employees. The category in which you have been placed generally depends on
your job function, although circumstances may prompt us to place you in a different category. The range of categories is as follows:
Policy updated: December 19, 2016
3
The standard profile for each of the categories is described below:
Portfolio Persons include portfolio managers (equity or fixed
income), and any other Investment Persons (as defined below) with authority to enter purchase/sale orders on behalf of client portfolios.
Investment Persons include:
|
|
|
Any
supervised persons
that have access to nonpublic information regarding any client portfolios securities trading, securities recommendations, or portfolio holdings or are involved in making
securities recommendations that are nonpublic; and
|
|
|
|
Any officers and directors of an
investment adviser
.
|
Access Persons are persons who, in connection with their regular
function and duties, consistently obtain information regarding current purchase and sale recommendations and daily transaction and holdings information concerning client portfolios. Examples of persons that may be considered Access Persons include:
|
|
|
Persons who are directly involved in the execution, clearance, and settlement of purchases and sales of securities (e.g. certain investment operations personnel);
|
|
|
|
Persons whose function requires them to evaluate trading activity on a real time basis (e.g. attorneys, accountants, portfolio compliance personnel);
|
|
|
|
Persons who assist in the design, implementation, and maintenance of investment management technology systems (e.g. certain I/T personnel);
|
|
|
|
Support staff and supervisors of the above if they are required to obtain such information as a part of their regular function and duties; and
|
|
|
|
An officer or interested director of our Fund Clients.
|
Single, infrequent, or
inadvertent instances of access to current recommendations or real-time trading information or the opportunity to obtain such information through casual observance or bundled data security access may not be sufficient to qualify you as an Access
Person.
Policy updated: December 19, 2016
4
If you are an officer,
director, employee or contractor of ACI and you do not fit into any of the above categories, you are a
Non-Access
Person. While your trading is not subject to preclearance and other restrictions applicable to
Portfolio, Investment, and Access Persons, you are still subject to the remaining provisions of the Code and are required to report to ACI certain information regarding brokerage accounts and accounts invested in
reportable mutual
funds
that you own or beneficially own (please refer to Reporting Requirements Applicable to All Employees).
3
Restrictions on Personal Investing Activities
A.
|
Principles of Personal Investing
|
All ACI employees, officers, and directors, and
members of their immediate family, must comply with the
federal securities laws
and other governmental rules and regulations, and maintain ACIs high ethical standards when making personal
securities
transactions.
You must not misuse nonpublic information about client security holdings or contemplated, pending, or completed portfolio transactions for your personal benefit or the benefit of others. Likewise, you may not cause a client portfolio to take action,
or fail to take action, for your personal benefit.
In addition, investment opportunities appropriate for client portfolios should not be
retained for the personal benefit of yourself or others. Investment opportunities arising as a result of ACI investment management activities must first be considered for inclusion in our client portfolios.
B.
|
Preclearance of Personal Securities Transactions
|
[Portfolio, Investment, and Access
Persons]
Preclearance of personal
securities
transactions allows ACI to prevent certain trades that may have the
possibility to conflict with client trading activities. The nature of securities markets makes it impossible for us to predict all conflicts. As a consequence, even trades that are precleared can result in potential conflicts between your trades and
those affected for client portfolios. You are responsible for avoiding such conflicts with any client portfolios for which you make investment recommendations. You have an obligation to ACI and its clients to avoid even a perception of a conflict of
interest with respect to personal trading activities.
All Portfolio, Investment, and Access Persons must comply with the following
preclearance procedures prior to entering into (i) the purchase or sale of a
security
for your own account or (ii) the purchase or sale of a
security
for an account for which you are a
beneficial
owner
.
4
|
1.
|
Is the
security
a Code-Exempt Security?
|
3
|
See
Reporting Requirements
for details on required reporting.
|
4
|
See
Appendix 2
for an explanation of beneficial ownership.
|
Policy updated: December 19, 2016
5
Check
Appendix 3
to see if the
security
is listed as a
code-exempt
security
. If it is, then you may execute the transaction. Otherwise, proceed to the next step.
|
2.
|
Preclear the transaction with Compliance by
5
accessing the Code of Ethics system and entering your request at the Preclearance Request Entry screen. If you are outside
of ACIs office, you may
e-mail
your request to
CE-Code_of_Ethics@americancentury.com
. You will be required to provide the following
:
|
|
|
|
Broker and account number used for the transaction;
|
|
|
|
Security identifier (Ticker symbol, CUSIP number, etc.);
|
|
|
|
Type of security (stock, bond, note, etc.);
|
|
|
|
Nature of transaction (purchase or sale).
|
|
3.
|
The request will be reviewed through our preclearance process. You will receive an
e-mail
informing you of your approval or denial within 48 hours of entering your request.
|
|
4.
|
If you receive
preclearance
for the transaction,
6
you may execute the approved transaction the day your preclearance is granted and the following two
(2) business days (the Preclearance Period). For example, if preclearance is granted at 3:00 p.m. on Wednesday, you have until the close of the market on Friday to execute the trade. If you do not execute the approved transaction
within the Preclearance Period, you must repeat the preclearance procedure prior to executing the transaction.
|
ACI reserves
the right to restrict the purchase or sale by Portfolio, Investment, and Access Persons of any
security
at any time. Such restrictions are imposed through the use of a Restricted List that will cause the Code of Ethics system to
deny the approval of preclearance to transact in the
security
.
Securities
may be restricted for a variety of reasons including without limitation, the possession of material nonpublic information by ACI or its employees.
C.
|
Additional Trading Restrictions
|
|
[Portfolio
|
and Investment Persons]
|
The following additional trading restrictions apply if you are
a Portfolio or Investment Person:
|
1.
|
Initial Public Offerings
You may not acquire
securities
issued in an
initial public offering
.
|
5
|
If you are the Chief Investment Officer of an
investment adviser
, your preclearance request must be approved by the Chief Compliance Officer or his or her designee.
|
6
|
See
Appendix 4
for a description of the preclearance process.
|
Policy updated: December 19, 2016
6
|
2.
|
Private Placements
Before you acquire any
securities
in a
private placement
, you must obtain approval from the Chief Investment Officer. Request for preclearance can be
submitted by entering your request in the Private Placement Preclearance Request Entry screen in the Code of Ethics system or by emailing your request to
CE-Code
of Ethics (or
LG
-Personal
Security
Trades@americancentury.com
if emailing from outside of ACIs email systems)
. While your preclearance request is pending or if you own or beneficially own the
privately-placed security, you may not participate in any consideration of an investment in
securities
of the
private placement
issuer for any client portfolios
|
|
3.
|
60-Day
Rule (Short-Term Trading Profits
)
You may not profit from any purchase and sale, or sale and purchase, of the same (or equivalent)
securities
other than
code-exempt securities
within sixty (60) calendar days.
|
D.
|
Seven-Day
Blackout Period
|
If you are a Portfolio Person, you may not purchase or sell a
security
other than a
code exempt security
during the seven (7) calendar days before and after the day it has been traded in a client portfolio that you manage (i.e., if a client portfolio transacts in
a security on Monday, the Portfolio Persons managing the client portfolio must not personally trade in the security from the Monday before until the Monday after the client portfolio transaction.
E.
|
Securities held in your funds [Portfolio Persons]
|
Personally investing in the same
securities held by the client portfolios you manage may result in a conflict of interest. To mitigate this risk, you may not sell a security in which your client portfolio has a long position or purchase a security in which your client portfolio has
a short position.
F.
|
Trading on Inside Information
|
Federal law prohibits you from trading based on material nonpublic
information received from any source or communicating this information to others. This could include confidential information received by employees regarding securities that are, or maybe considered as potential, portfolio investments. You are
expected to abide by the highest ethical and legal standards in conducting your personal investment activities. For more information regarding what to do when you believe you are in possession of material nonpublic information, please consult
ACIs
Insider Trading Policy
.
G.
|
Trading in ACI Mutual Funds
|
Excessive, short-term trading of ACI client portfolios and other abusive
trading practices (such as time zone arbitrage) may disrupt portfolio management strategies and harm fund performance. These practices can cause funds to maintain higher-than-normal cash balances and incur increased trading costs. Short-term and
other abusive trading strategies can also cause unjust dilution of shareholder value if such trading is based on information not accurately reflected in the price of the fund.
Policy updated: December 19, 2016
7
You may not engage in short-term
trading or other abusive trading strategies with respect to any ACI client portfolio. For purposes of this Code, ACI client portfolios include any mutual fund, variable annuity, institutional, or other account advised or subadvised by ACI.
7
Seven-Day
Holding Period
. You will be
deemed to have engaged in short-term trading if you have purchased shares or otherwise invested in a variable-priced
(non-money
market) ACI client portfolio and redeem shares or otherwise withdraw assets from
that portfolio within seven (7) days. In other words, if you make an investment in an ACI fund, you may not redeem shares from that fund before the completion of the seventh (7
th
) day
following the purchase date.
Limited Trading Within 30 Days
. We realize that abusive trading is not limited to a
7-day
window. As a result, we may deem the sale of all or a substantial portion of an employees purchase to be abusive if the sale is made within 30 days, and it happens more than once every rolling twelve
months.
These trading restrictions are applicable to any account for which you have the authority to direct trades or of which you are a
beneficial owner
, including brokerage accounts, direct shareholder accounts, retirement plans, subadvised accounts, or accounts held through an intermediary
Transactions NOT Subject to Limitations
. Automatic investments such as AMIs, dividend reinvestments, employer plan contributions, and
payroll deductions are not considered transactions for purposes of the holding requirements. Redemptions in variable-priced funds that allow CheckWriting privileges will not be considered redemptions for purposes of the holding requirements.
Information to be Provided
. You are required to provide certain information regarding mutual fund accounts beneficially owned by you.
See the Reporting Requirements for your applicable Code of Ethics classification.
Reporting Requirements
You are required to file complete, accurate, and timely reports of all required information under this Code. All reported information is subject to review for
indications of abusive trading, misappropriation of information, or failure to adhere to the requirements of this Code.
A.
|
Reporting Requirements Applicable to All Employees
|
7
|
See
Schedule
A
for a list of Fund Clients. See
Schedule B
for a list of
subadvised funds
.
|
Policy updated: December 19, 2016
8
Upon employment, any amendment of the
Code, and not less than annually thereafter, you will be required to acknowledge that you have received, read, and will comply with this Code. Compliance will notify you when you must provide this information.
|
2.
|
Brokerage Accounts and Duplicate Confirmations
|
You are required to report any brokerage
accounts that you own or
beneficially own
and to instruct your broker-dealer to send duplicate confirmations of all transactions in reportable brokerage accounts to:
American Century Investments
Attention: Compliance
P.O. Box
410141
Kansas City, MO 64141-0141
Reportable brokerage accounts
include both brokerage accounts maintained by you and brokerage accounts
maintained by a person whose trades you must report because you are a
beneficial owner
.
|
3.
|
Reporting of Mutual Fund Accounts
|
|
a.
|
Employee-owned ACI Direct Accounts/ ACI Retirement Plans
|
You are not required to report ACI
Direct and ACI Retirement Plan accounts held under your own Social Security number. Trading in these accounts will be monitored based on information contained on our transfer agency and retirement plan systems.
|
b.
|
Beneficially Owned Direct Accounts
|
You must report the following information for ACI Direct
accounts in which you have a
beneficial ownership
interest held under a taxpayer identification or Social Security number other than your own
(so-called
beneficially owned
direct accounts
):
|
|
|
Name(s) of record owner(s) of the account.
|
Trading in these accounts will be monitored based
on information contained on our transfer agency system.
|
c.
|
Certain Third-Party Accounts invested in funds managed by ACI.
|
You are required to report
other accounts invested in funds managed by ACI such as those invested in (i) any
subadvised fund
(see Schedule B of this Code for a list of
subadvised funds
)
; and
(ii) non-ACI
retirement plan, unit investment trust, variable annuity, or similar accounts in which you own or
beneficially own
reportable mutual funds
. The following
information must be reported for these accounts:
Policy updated: December 19, 2016
9
|
|
|
Name of the financial institution where held;
|
|
|
|
Name(s) of the record owner(s) of the account.
|
In addition, you must provide either account
statements or confirmations of all trading activity in
reportable third-party accounts
to Compliance within 30 calendar days of the end of each calendar quarter.
B.
|
Additional Reporting Requirements for Portfolio, Investment, and Access Persons
|
Within ten (10) calendar days of becoming a Portfolio, Investment, or
Access Person, and annually, thereafter, you must submit a Holdings Report. You will be notified by
e-mail
of the dates and requirements for filing the report(s). The information submitted must be current as
of a date no more than 45 calendar days before the report is filed and include the following:
|
|
|
A list of all
securities
, other than certain
code-exempt securities
8
, that you own or in which you have a
beneficial ownership
interest. This listing must include the financial institution, account number, security identifier and description, number of shares, currency, and principal amount of each covered
security
.
|
|
|
|
A summary of your relationships that may conflict with the interests of ACI, such as outside employment, relationships with competitors, suppliers, vendors, independent contractors or consultants of ACI, or
relationships with directors or trustees in outside organizations other than community charitable activities, education activities, or dissimilar family business.
|
|
|
|
Portfolio and Investment Persons must also provide a list of all
reportable mutual fund
holdings owned or in which they have a
beneficial ownership
interest. This
list must include investments held directly through ACI, investments in any
subadvised fund
, holdings in a
reportable brokerage account
,
and holdings in
non-ACI
retirement plans, unit investment trusts, variable annuity, or similar accounts.
|
|
2.
|
Quarterly Transactions Report
|
Within thirty (30) calendar days of the end of each
calendar quarter, all Portfolio, Investment, and Access Persons must submit a Quarterly Transactions Report. Compliance will notify you of the dates and requirements for filing the report. A report of the transactions for which we have received your
duplicate trade confirmations during the quarter will be provided for your review. It is your responsibility to review the completeness and accuracy of this report, provide any necessary changes, and certify its contents when submitted.
8
|
See
Appendix 3
for a listing of
code-exempt securities
that must be reported.
|
Policy updated: December 19, 2016
10
|
a.
|
The Quarterly Transactions Report must contain the following information about each personal
securities
transaction undertaken during the quarter other than those in certain
c
ode exempt securities
:
|
|
|
|
The financial institutions name and account number in which the transaction was executed;
|
|
|
|
The date of the transaction, the
security
identifier and description and number of shares or the principal amount of each
security
involved;
|
|
|
|
The nature of the transaction, that is, purchase, sale, or any other type of acquisition or disposition; and
|
|
|
|
The transaction price, currency and amount.
|
In addition, information regarding your
reportable brokerage and other accounts should be verified at this time.
|
b.
|
Portfolio and Investment Persons
are also required to report transactions in
reportable mutual funds
.
The Quarterly Transactions Report for such persons must contain the
following information about each transaction during the quarter:
|
|
|
|
The date of the transaction, the fund identifier and description and number of shares or units of each trade involved;
|
|
|
|
The nature of the transaction, that is, purchase, sale, or any other type of acquisition or disposition;
|
|
|
|
The transaction price, and amount; and
|
|
|
|
The financial institutions name and account number in which the trade was executed.
|
Transactions of reportable mutual funds that do not need to be reported by Portfolio and Investment Persons include:
|
|
|
Transactions in ACI retirement plan accounts;
|
|
|
|
Transactions in mutual fund accounts held directly through ACI under your Social Security number;
|
|
|
|
Transactions in beneficially-owned Direct accounts if the account has been previously reported under this Code; and
|
|
|
|
Transactions in reportable third-party accounts for which the account statements or confirmations are provided to Compliance within 30 days of the end of the calendar quarter in which the transactions took place.
|
Reportable mutual fund
transactions in reportable brokerage accounts must be included on the Quarterly
Transaction Report.
Can there be any exceptions to the restrictions?
Yes.
The Chief Compliance Officer or his or her designee may grant limited exemptions to specific provisions of the Code on a
case-by-case
basis.
Policy updated: December 19, 2016
11
A.
|
How to Request an Exemption
|
E-mail
a written
request to
-CE-Code
of Ethics (or
CE-Code_of_Ethics@americancentury.com
if emailing from outside ACIs email system)
detailing your situation.
In considering your request, the Chief Compliance Officer or his or
her designee may grant your exemption request if he or she is satisfied that:
|
|
|
Your request addresses an undue personal hardship imposed on you by the Code of Ethics;
|
|
|
|
Your situation is not in conflict with the Code; and
|
|
|
|
Your exemption, if granted, would be consistent with the achievement of the objectives of the Code of Ethics.
|
All exemptions must be reported to the Boards of Directors/Trustees
of our Fund Clients at the next regular meeting following the initial grant of the exemption. Subsequent grants of an exemption of a type previously reported to the Boards may be affected without reporting. The Boards of Directors/Trustees may
choose to delegate the task of receiving and reviewing reports to a committee comprised of Independent Directors/Trustees.
D.
|
Thirty-Day
Denial Exemption on Sales
|
An
exemption may be requested when a request to sell a
security
has been denied once a week over a
30-day
timeframe. The covered person must be able to verify that they have periodically
entered a preclearance request to sell a
security
in the Code of Ethics system at least four times over a
30-day
period. A written request must be
e-mailed
to
CE-Code
of Ethics
to request the exemption. The Chief Compliance Officer or his or her designee will review the request and determine if
the exemption is warranted. If approval is granted, compliance will designate a short trading window during which the sale can take place.
E.
|
Non-volitional
Transaction Exemption
|
Certain
non-volitional
purchase and sale transactions are exempt from the preclearance requirements of the Code. These transactions include stock splits, stock dividends, exchanges and conversions, mandatory tenders, pro
rata distributions to all holders of a class of securities, receipt of
securities
as gifts, the giving of
securities
, inheritances, margin/ maintenance calls (where the
securities
to be
sold are not directed by the covered person), dividend reinvestment plans, and employer sponsored payroll deduction plans. These purchase and sale transactions, however, shall be reported in the Quarterly Transaction Report and Annual Holdings
Report.
Policy updated: December 19, 2016
12
F.
|
Blind Trust/Managed Account Exemption
|
An exemption from the preclearance and reporting
requirements of the Code may be requested for
securities
that are held in a blind or quasi-blind trust arrangement or a managed (discretionary) account. For the exemption to be available, you or a
member of your
immediate family
must not have authority to advise or direct
securities
transactions of the trust or managed account. A written request must be emailed to
CE-Code
of
Ethics with a copy of the management agreement to request the exemption. The request will only be granted once the covered person and/or the investment adviser for the trust or managed account certify that the covered person or
members of their immediate family
will not advise or direct transactions. ACI must receive statements at least quarterly for transactions within the trust or managed account. The employee and/or adviser may be requested by
Compliance to
re-certify
the trust arrangement.
Confidential Information
All information about Clients
securities
transactions and portfolio holdings is confidential. You must not disclose, except as
required by the duties of your employment, actual or contemplated
securities
transactions, portfolio holdings, portfolio characteristics or other nonpublic information about Clients, or the contents of any written
or oral communication, study, report or opinion concerning any
security
. Employees should consult the Portfolio Holdings and Characteristics Disclosure and the Confidential Information Asset Security policies before
disseminating information to individuals that otherwise do not have access to the information. This does not apply to information which has already been publicly disclosed.
Conflicts of Interest
You must receive prior written
approval from the General Counsel or his or her designee, as appropriate, to do any of the following:
|
|
|
Negotiate or enter into any agreement on a Clients behalf with any business concern doing or seeking to do business with the Client if you, or a person related to you, has a substantial interest in the business
concern;
|
|
|
|
Enter into an agreement, negotiate or otherwise do business on the Clients behalf with a personal friend or a person related to you; or
|
|
|
|
Serve on the board of directors of, or act as consultant to, any publicly traded corporation. Please note that the American Century Investments Business Code of Conduct also contains limitations on outside
employment and directorships.
|
What happens if you violate the rules in the Code of Ethics?
If you violate the rules of the Code of Ethics, you may be subject to serious penalties. Violations of the Code and proposed sanctions are documented by
Compliance and submitted to the Code of Ethics Review Committee. The Committee consists of representatives of each
investment adviser
and the Compliance and Legal departments of ACI. The Committee is responsible for determining
the materiality of Code violations and appropriate sanctions.
Policy updated:
December 19, 2016
13
A.
|
Materiality of Violation
|
In determining the materiality of a violation, the Committee
considers:
|
|
|
Evidence of violation of law;
|
|
|
|
Indicia of fraud, neglect, or indifference to Code provisions;
|
|
|
|
Frequency of violations;
|
|
|
|
Monetary value of the violation in question; and
|
|
|
|
Level of influence of the violator.
|
In assessing the appropriate penalties, the Committee will consider the
foregoing in addition to any other factors they deem applicable, such as:
|
|
|
Extent of harm to client interests;
|
|
|
|
Extent of unjust enrichment;
|
|
|
|
Tenure and prior record of the violator;
|
|
|
|
The degree to which there is a personal benefit from unique knowledge obtained through employment with ACI;
|
|
|
|
The level of accurate, honest and timely cooperation from the covered person; and
|
|
|
|
Any mitigating circumstances.
|
C.
|
The penalties which may be imposed include, but are not limited to:
|
|
1.
|
Non-material
violation
|
|
a.
|
Warning (notice sent to manager); and/or
|
|
b.
|
Attendance at a Code of Ethics training session; and/or
|
|
c.
|
Suspension of trading privileges.
|
|
2.
|
Penalties for material or more frequent
non-material
violations will be based on the circumstances of the violation. These penalties could include, but are not limited to
|
|
a.
|
Suspension of trading privileges; and/or
|
|
b.
|
Suspension or termination of employment.
|
In addition, you may be required to surrender to ACI
any profit realized from any transaction(s) in violation of this Code of Ethics.
American Century Investments Quarterly Report to Fund
Directors/Trustees
ACI will prepare a quarterly report to the Board of Directors/Trustees of each Fund Client of any material violation of this Code
of Ethics.
Policy updated: December 19, 2016
14
APPENDIX 1: DEFINITIONS
1.
|
Automatic Investment Plan
|
Automatic investment plan means a
program in which regular periodic purchases, exchanges or redemptions are made automatically in or from investment accounts in accordance with a predetermined schedule and allocation including dividend reinvestment plans.
2.
|
Beneficial Ownership or Beneficially Owned
|
See
Appendix 2
: What is Beneficial Ownership?
3.
|
Code-Exempt Security
|
A code-exempt security is a security in
which you may invest without preclearing the transaction with ACI. The list of code-exempt securities appears in
Appendix 3
.
4.
|
Federal Securities Law
|
Federal securities law means the Securities Act of
1933, the Securities Act of 1934, the Sarbanes-Oxley Act of 2002, the Investment Company Act of 1940, the Investment Advisers Act of 1940, Title V of the Gramm-Leach-Bliley Act, any rules adopted by the Commission under any of these statutes, the
Bank Secrecy Act as it applies to funds and investment advisers, and any rules adopted by the Commission or the Department of Treasury.
5.
|
Initial Public Offering
|
Initial public offering means an
offering of securities for which a registration statement has not previously been filed with the SEC and for which there is no active public market.
Investment adviser includes each investment
adviser listed on Schedule A
7.
|
Member of Your Immediate Family
|
A member of your immediate
family means any of the following:
|
|
|
Your spouse or domestic partner;
|
|
|
|
Your minor children; or
|
|
|
|
A relative who shares your home.
|
Policy
updated: December 19, 2016
15
For the purpose of determining
whether any of the foregoing relationships exist, a legally adopted child of a person is considered a child of such person.
Private placement means an offering of
securities in which the issuer relies on an exemption from the registration provisions of the federal securities laws, and usually involves a limited number of sophisticated investors and a restriction on resale of the securities.
9.
|
Reportable Mutual Fund
|
A reportable mutual fund includes any
mutual fund issued by a Fund Client (as listed on Schedule A) and any
subadvised funds
(as listed on
Schedule B
).
A security includes a large number of investment
vehicles. However, for purposes of this Code of Ethics, security includes any of the following:
|
|
|
Stock, (including stock acquired in private placements and restricted stock in nonpublic companies received through an employee stock ownership program).
|
|
|
|
Exchange traded funds (ETFs) or similar securities,
|
|
|
|
Shares of
open-end
mutual funds,
|
|
|
|
Shares of
closed-end
mutual funds,
|
|
|
|
Evidence of indebtedness,
|
|
|
|
Certificate of interest or participation in any profit-sharing agreement,
|
|
|
|
Collateral-trust certificate,
|
|
|
|
Preorganization certificate or subscription,
|
|
|
|
Voting-trust certificate,
|
|
|
|
Certificate of deposit for a security,
|
|
|
|
Interests in private investment companies, hedge funds, or other unregistered collective investment vehicles,
|
Policy updated: December 19, 2016
16
|
|
|
Fractional undivided interest in oil, gas or other mineral rights,
|
|
|
|
Any put, call, straddle, option, future, or privilege on any security or other financial instrument (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on
the value thereof), including stock options received from an employer or through a retirement plan ,
|
|
|
|
Any put, call, straddle, option, future, or privilege entered into on a national securities exchange relating to foreign currency,
|
|
|
|
In general, any interest or instrument commonly known as a security, or
|
|
|
|
Any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, future on or warrant or right to subscribe to or purchase, any of the foregoing.
|
A subadvised fund means any mutual fund or
portfolio listed on Schedule B.
A supervised person means any partner,
officer, director (or other person occupying a similar status or performing similar functions), or employee of an
investment adviser
,
or other person who provides investment advice on behalf of an
investment adviser
and is subject to the supervision and control of the
investment adviser
.
Policy updated: December 19, 2016
17
APPENDIX 2: WHAT IS
BENEFICIAL OWNERSHIP?
A beneficial owner of a security is any person who, directly or indirectly, through any contract,
arrangement, understanding, relationship, or otherwise, has or shares in the opportunity, directly or indirectly, to profit or share in any profit derived from a purchase or sale of the security.
1.
|
Are securities held by immediate family members or domestic partners beneficially owned by me?
|
Yes.
As a general rule, you are regarded as the beneficial owner of
securities
held in the name of
|
|
|
A
member of your immediate family
;
OR
|
|
|
|
Any other person IF you obtain from such securities benefits substantially similar to those of ownership. For example, if you receive or benefit from some of the income from the securities held by your spouse, or
domestic partner, you are the beneficial owner; OR
|
|
|
|
You hold an option or other contractual rights to obtain title to the securities now or in the future.
|
2.
|
Must I report accounts for which I am listed as a joint owner or have power of attorney?
|
Yes.
As a general rule, you are regarded as an owner of any accounts for which you are listed as a joint owner or have power of
attorney.
3.
|
Am I deemed to beneficially own securities in accounts owned by a relative for whom I am listed as beneficiary upon death?
|
Probably not.
Unless you have power of attorney to transact in such accounts or are listed as a joint owner, you likely do not
beneficially own the account or
securities
contained in the account until ownership has been passed to you.
4.
|
Are securities held by a company I own an interest in also beneficially owned by me?
|
Probably not.
Owning the
securities
of a company does not mean you beneficially own the
securities
that the company itself owns.
However,
you will be deemed to beneficially own the
securities
owned by the company if:
|
|
|
You directly or beneficially own a controlling interest in or otherwise control the company; OR
|
|
|
|
The company is merely a medium through which you, members of your immediate family, or others in a small group invest or trade in
securities
and the company has no other substantial
business.
|
5.
|
Are securities held in trust beneficially owned by me?
|
Maybe.
You
are deemed to beneficially own
securities
held in trust if you or a
member of your immediate family
are:
Policy updated: December 19, 2016
18
|
|
|
Have a vested interest in the income or corpus of the trust; or
|
|
|
|
A settlor or grantor of the trust and have the power to revoke the trust without obtaining the consent of all the beneficiaries.
|
A blind trust exemption from the preclearance and reporting requirements of the Code may be requested if you or
members or your
immediate family
do not have authority to advise or direct
securities
transactions of the trust.
6.
|
Are securities in pension or retirement plans beneficially owned by me?
|
Maybe.
Beneficial ownership does not include indirect interest by any person in portfolio
securities
held by a
pension or retirement plan
of a company
whose employees generally are the beneficiaries of the plan.
However, your
participation in a pension or retirement plan is considered beneficial ownership of the portfolio
securities
if you can withdraw and trade the
securities
without withdrawing from the plan or you can direct
the trading of the
securities
within the plan (IRAs, 401(k)s, etc.).
7.
|
Examples of Beneficial Ownership
|
|
a.
|
Securities Held by Family Members or Domestic Partners
|
Example 1:
Tom and Mary are
married. Although Mary has an independent source of income from a family inheritance and segregates her funds from those of her husband, Mary contributes to the maintenance of the family home. Tom and Mary have engaged in joint estate planning and
have the same financial adviser. Since Tom and Marys resources are clearly significantly directed towards their common property, they shall be deemed to be the beneficial owners of each others
securities
.
Example 2:
Mikes adult son David lives in Mikes home. David is self-supporting and contributes to household expenses. Mike
is a beneficial owner of Davids
securities
.
Example 3:
Joes mother Margaret lives alone and is
financially independent. Joe has power of attorney over his mothers estate, pays all her bills and manages her investment affairs. Joe borrows freely from Margaret without being required to pay back funds with interest, if at all. Joe takes
out personal loans from Margarets bank in Margarets name, the interest from such loans being paid from Margarets account. Joe is a beneficial owner of Margarets estate.
Example 4:
Bob and Nancy are in a relationship. The house they share is still in Nancys name only. They have separate checking
accounts with an informal understanding that both individuals contribute to the mortgage payments and other common expenses. Nancy is the beneficial owner of Bobs
securities
.
Policy updated: December 19, 2016
19
|
b.
|
Securities Held by a Company
|
Example 5:
ABC Company is a holding company with five
shareholders owning equal shares in the company. Although ABC Company has no business of its own, it has several wholly-owned subsidiaries that invest in
securities
. Stan is a shareholder of ABC Company. Stan has a beneficial
interest in the
securities
owned by ABC Companys subsidiaries.
Example 6:
XYZ Company is a large
manufacturing company with many shareholders. Stan is a shareholder of XYZ Company. As a part of its cash management function, XYZ Company invests in
securities
. Neither Stan nor any
members of his immediate
family
are employed by XYZ Company. Stan does not beneficially own the
securities
held by XYZ Company.
|
c.
|
Securities Held in Trust
|
Example 7:
John is trustee of a trust created for his two
minor children. When both of Johns children reach 21, each shall receive an equal share of the corpus of the trust. John is a beneficial owner of any
securities
owned by the trust.
Example 8:
Jane placed
securities
held by her in a trust for the benefit of her church. Jane can revoke the
trust during her lifetime. Jane is a beneficial owner of any
securities
owned by the trust.
Example 9:
Jim is
trustee of an irrevocable trust for his 21
year-old
daughter (who does not share his home). The daughter is entitled to the income of the trust until she is 25 years old, and is then entitled to the corpus. If
the daughter dies before reaching 25, Jim is entitled to the corpus. Jim is a beneficial owner of any
securities
owned by the trust.
Example 10:
Joans father (who does not share her home) placed
securities
in an irrevocable trust for Joans
minor children. Neither Joan nor any
member of her immediate family
is the trustee of the trust. Joan is a beneficial owner of the
securities
owned by the trust. She may, however, be eligible for the blind
trust exemption to the preclearance and reporting of the trust
securities
.
Policy updated: December 19, 2016
20
APPENDIX 3: CODE-EXEMPT SECURITIES
Because they do not pose a likelihood for abuse, some securities, defined as code-exempt securities, are exempt from the Codes preclearance requirements.
However, confirmations of transactions in reportable brokerage accounts are required in all cases and some code-exempt securities must be disclosed on your Quarterly Transactions, Initial and Annual Holdings Reports.
1.
|
Code-Exempt Securities Not Subject to Disclosure on your Quarterly Transactions, Initial and Annual Holdings Reports:
|
|
|
|
Open-end
mutual funds that are not considered
reportable mutual fund
;
|
|
|
|
Reportable mutual funds
(Access Persons only);
|
|
|
|
Reportable mutual fund
shares purchased through an
automatic investment plan
(including reinvested dividends);
|
|
|
|
Money market mutual funds;
|
|
|
|
Bank Certificates of Deposit;
|
|
|
|
U.S. government Treasury and Government National Mortgage Association securities;
|
|
|
|
High quality short-term debt instruments, including repurchase agreements. A high quality short-term debt instrument means any instrument that has a maturity at issuance of less than 366 days and that is
rated in one of the two highest rating categories by a nationally recognized rating organization.
|
2.
|
Code-Exempt Securities Subject to Disclosure on your Quarterly Transactions, Initial and Annual Holdings Reports:
|
|
|
|
Reportable mutual fund shares purchased other than through an automatic investment plan (Portfolio and Investment Persons only)
|
|
|
|
Securities
which are acquired through an employer-sponsored automatic payroll deduction plan (only the acquisition of the
security
is exempt, NOT the sale)
|
|
|
|
Securities
other than
open-end
mutual funds purchased through dividend reinvestment programs (only the
re-investment
of dividends in the
security
is exempt, NOT the sale or other purchases)
|
|
|
|
Futures contracts on the following:
|
|
|
|
Standard & Poors 500 or 100 Index, NASDAQ 100 Index, and DOW 30 Industrials futures contracts only. Futures contracts for other financial instruments are not Code-exempt.
|
|
|
|
Commodity futures contracts for agricultural products (corn, soybeans, wheat, etc.) only. Futures contracts on precious metals or energy resources are
not
Code-exempt.
|
We may modify this list of securities at any time, please send an
e-mail
to
LG-Personal
Security Trades
to request the most current list.
Policy updated: December 19, 2016
21
APPENDIX 4: HOW THE PRECLEARANCE PROCESS WORKS
Policy updated: December 19, 2016
22
After your request is entered into our preclearance
system, it is then subjected to the following tests.
Step 1: Restricted Security List
|
|
|
Is the security on the Restricted Security list?
|
If YES,
the system will
send a message to you DENYING the personal trade request.
If NO,
then your request is subject to Step 2.
Step 2:
De Minimis
Transaction Test (This test does not apply to the trade requests of Portfolio and Investment Persons.)
|
|
|
Is the security issuers market capitalization greater than $1 billion?
|
|
|
|
Will your proposed transaction, together with your other preclearance requests in the security for the current calendar quarter, be less than $10,000?
|
|
|
|
Does the security trade on a national securities exchange or market, such as the New York Stock Exchange (NYSE) or National Association of Securities Dealers Automated Quotation System (NASDAQ)?
|
If the answer to ALL of these questions is YES,
the system will generate a message approving your proposed transaction.
If the answer to ANY of these questions is NO,
then your request is subject to Step 3.
Step 3: Client Trades Test
|
|
|
Have there been any transactions in the past 24 hours or is there an open order for that security for any Client?
|
If YES,
the system will send a message to you DENYING the personal trade request.
If NO,
then your request is subject to Step 4.
Step 4: Follow List Test
|
|
|
Does any account or Fund own the security?
|
|
|
|
Does the security appear on the computerized list of stocks ACI is considering to purchase for a Client?
|
If the answer to BOTH of these questions is NO,
the system will send a message to you APPROVING your proposed transaction.
If the answer to EITHER of these questions is YES,
then your request is subject to Step 5.
Policy updated: December 19, 2016
23
Step 5: Present Intentions Test
A message is sent to portfolio teams that own or are following the security described in your preclearance request. The portfolio teams will be asked if they
intend to buy or sell the security within the next three (3) business days.
If ALL of the portfolio management teams respond
NO,
your request will be APPROVED.
If
ANY of the portfolio management teams respond YES
, your request
will be DENIED.
If
ANY of the portfolio teams do not respond,
your request will be DENIED.
Step 6: Chief Investment Officer Requests
The Chief
Compliance Officer or his/her designee must approve any preclearance request by ACIMs Chief Investment Officer before an APPROVAL message is generated.
The preclearance process can be changed at any time to ensure that the goals of ACIs Code of Ethics are met.
Policy updated: December 19, 2016
24
SCHEDULE A: BOARD APPROVAL DATES
This Code of Ethics was most recently approved by the Board of Directors/Trustees of the following Companies as of the dates indicated:
|
|
|
Investment Adviser
|
|
Most Recent Approval Date
|
American Century Investment Management, Inc.
|
|
January 1, 2009
|
|
|
Principal Underwriter
|
|
Most Recent Approval Date
|
American Century Investment Services, Inc.
|
|
January 1, 2009
|
|
|
Fund Clients
|
|
Most Recent Approval Date
|
American Century Asset Allocation Portfolios, Inc.
|
|
December 3, 2008
|
American Century California
Tax-Free
and Municipal
Funds
|
|
December 17, 2008
|
American Century Capital Portfolios, Inc.
|
|
December 3, 2008
|
American Century Government Income Trust
|
|
December 17, 2008
|
American Century Growth Funds, Inc.
|
|
December 3, 2008
|
American Century International Bond Funds
|
|
December 17, 2008
|
American Century Investment Trust
|
|
December 17, 2008
|
American Century Municipal Trust
|
|
December 17, 2008
|
American Century Mutual Funds, Inc.
|
|
December 3, 2008
|
American Century Quantitative Equity Funds, Inc.
|
|
December 17, 2008
|
American Century Strategic Asset Allocations, Inc.
|
|
December 3, 2008
|
American Century Target Maturities Trust
|
|
December 17, 2008
|
American Century Variable Portfolios, Inc.
|
|
December 3, 2008
|
American Century Variable Portfolios II, Inc.
|
|
December 17, 2008
|
American Century World Mutual Funds, Inc.
|
|
December 3, 2008
|
Policy updated: December 19, 2016
25
SCHEDULE B: SUBADVISED FUNDS
This Code of Ethics applies to the following funds which are subadvised by an
Investment Adviser
. This list of affiliated funds will be updated
on a regular basis.
|
CIBC Balanced Fund
|
CIBC Global Equity Growth Pool
|
CIBC Global Monthly Income Fund
|
CIBC International Equity Fund
|
CIBC International Small Companies Fund
|
CIBC Monthly Income Fund
|
CIBC U.S. Equity All Cap Growth Pool
|
CIBC U.S. Equity Fund
|
CIBC U.S. Equity Value Pool
|
Columbia Funds Variable Series Trust II: Variable Portfolio-American Century Diversified Bond
Fund
|
GuideStone Funds: Defensive Market Strategies Fund
|
Imperial International Equity Pool
|
Imperial Overseas Equity Pool
|
Imperial U.S. Equity Pool
|
Learning Quest 529 Education Savings Program
|
MassMutual Select Funds: MassMutual Select
Mid-Cap
Value
Fund
|
Mercer Funds: Mercer
Non-U.S.
Core Equity
Fund
|
Mercer Global Investments Canada Limited: Mercer International Equity Fund
|
MML Series Investment Fund: MML Mid Cap Value Fund
|
Nationwide Variable Insurance Trust: American Century NVIT Multi Cap Value Fund
|
Nationwide Variable Insurance Trust: NVIT Multi-Manager International Growth Fund
|
Nationwide Variable Insurance Trust: NVIT Multi-Manager Mid Cap Value Fund
|
Nomura Institutional Fund Select American Century Global Growth Fund
|
Nomura ACI Global REIT Mother Fund
|
Nomura U.S. Value Strategy Mother Fund
|
Nomura Currency Fund U.S. Growth Equity Fund
|
Northwestern Mutual Series Fund, Inc.: Inflation Protection Portfolio
|
Northwestern Mutual Series Fund, Inc.: Large Company Value Portfolio
|
Northwestern Mutual Series Fund, Inc.: Mid Cap Value Portfolio
|
Penn Series Funds, Inc.: Mid Core Value Fund
|
Principal Funds, Inc.: LargeCap Growth Fund II
|
Renaissance Canadian Balanced Fund
|
Schedule B updated: December 19, 2016
Policy updated: December 19, 2016
26
|
Renaissance Canadian Monthly Income Fund
|
Renaissance Global Focus Fund
|
Renaissance International Equity Private Pool
|
Renaissance Private Pools Renaissance Global Equity Private Pool
|
Renaissance U.S. Equity Growth Fund
|
Renaissance U.S. Equity Income Fund
|
Schwab Capital Trust: Laudus International MarketMasters Fund
|
Seasons Series Trust: Large Cap Value Portfolio
|
VALIC Company I: Growth Fund
|
VALIC Company I: International Growth Fund
|
Voya Partners, Inc.: VY American Century
Small-Mid
Cap
Value Portfolio
|
|
Wilmington Trust Collective Investment for Employee Benefit Plans: Balanced
Portfolio
|
Schedule B updated: December 19, 2016
Policy updated: December 19, 2016
27
Global Personal Trading Policy
January 11, 2017
|
Global Personal Trading Policy
|
Effective Date: January 11, 2017
|
1. Introduction
This
policy governs the personal trading and investments of all employees and contingent workers (collectively, employees) of BlackRock, Inc. and its subsidiaries (BlackRock) globally and, subject to applicable law, spouses,
domestic partners, and dependent children. It should be read in conjunction with BlackRocks other compliance policies, including its
Code of Business Conduct and Ethics, Global Insider Trading Policy
and
Global Employee Private
Investment Policy
.
As an employee, you must place the interests of our clients first and avoid transactions, activities and relationships that might
interfere or appear to interfere with making decisions in the best interests of clients of BlackRock. For example, you may not induce clients to purchase securities that you own to increase the value of that security. In addition, you must consider,
when making a personal investment, whether that transaction may also be appropriate for a client.
Please refer to the Personal Trading Summary in Annex 2
for a reference guide to this policy. Japan employees should refer to Appendix 3 for additional requirements. This policy applies generally to employees and contingent workers
1
, with the exception
of those contingent workers subject to a contractual arrangement with BlackRock that addresses personal trading, insider trading, and/or similar potential conflicts of interest. Any exceptions to this policy must be
pre-approved
by Legal & Compliance.
2. Account Disclosure
2.1. Account Disclosure Required:
You must disclose
brokerage or other investment accounts, including private investments, trusts or investment clubs, in which you have direct or indirect influence or control (such as joint ownership, trading authorization, or the authority to exercise investment
discretion) or a direct or indirect beneficial ownership interest by entering them into the
Personal Trading Assistant (PTA)
.
Subject
to applicable law, this includes accounts for spouses, domestic partners, and dependent children.
2
Employees in Canada and Japan should check with their local Legal & Compliance team for
how this requirement applies to them.
2.2. Account Disclosure Not Required:
You do
not
need to disclose accounts that can hold only the following types of investments:
1
|
For the purposes of this policy, contingent workers are, generally, temporary workers contracted through a third party to perform a short term, defined time period, or specific project assignment.
|
2
|
Note
that contingent workers are
not
required to disclose the accounts of spouses or dependent children unless the account is joint or otherwise in the name of the contingent worker as a custodian or
trustee.
|
|
|
|
|
|
|
|
Limited
|
|
Page 1 of 7
|
Global Personal Trading Policy
January 11, 2017
|
|
|
Open-end
Mutual Funds (except for BlackRock
Open-end
Mutual Funds domiciled in the US, which must be disclosed in PTA),
Open-End
Investment Companies, Unit Trusts, Unit Investment Trusts, SICAVs;
|
|
|
|
Pension arrangements where you do not have investment discretion and where you are not permitted to invest directly in securities (note that this means that transactions in private self-invested pension plans must be
pre-cleared);
|
|
|
|
Direct obligations of national government issuers;
|
|
|
|
Certificates of deposit and commercial paper;
|
|
|
|
Money market funds, cash, or cash equivalents;
|
|
|
|
Donation, reward, and debt based crowdfunding initiatives (however, note that equity and investment based crowdfunding must be
pre-cleared);
|
|
|
|
Venture Capital Trusts/Enterprise Investment Schemes (EMEA); and/or
|
2.3. Initial Disclosure Requirements for New Employees
|
|
|
Initial Holdings Certification
: Within
ten
days of joining BlackRock, you must provide your securities and futures holdings information, as well as account information for every account required to be
disclosed in accordance with Section 2.1. You are required to complete this certification even if you have no accounts or holdings to report.
|
|
|
|
Current Information
:
The information you provide must be current as of 45 days prior to your commencing employment with BlackRock.
|
3. Approved Broker Requirements for all Accounts
As a
general rule, all employees are required to conduct their personal trading through a broker listed on the
Global Approved Broker
List
(an Approved Broker).
3
Approved
Brokers generally provide an electronic feed of employee personal trading activity directly to BlackRock. Brokers that do not provide electronic feeds pose risks to BlackRock and, for this reason, any exception to this requirement to maintain
accounts at an Approved Broker must be approved by both a member of the Global Executive Committee and Legal & Compliance.
4
3.1. Disclosing your Account Information: Except as noted in Section 2.2, all accounts must be disclosed in
PTA
.
|
|
|
Any employee who maintains an account with a broker that does not submit reportable transactions and holdings information to BlackRock via an electronic feed is required to provide such information to BlackRock as
follows:
|
|
|
|
Trade confirmations must be submitted to BlackRock within five (5) days of trade execution; and
|
3
|
Note that contingent workers are not required to move their accounts to an Approved Broker.
|
4
|
Note that the Global Approved Broker List includes a limited number of brokers that do not provide electronic feeds, for example, in jurisdictions where electronic feeds generally are not available. Any employee who
maintains an account with a broker that does not provide BlackRock with an electronic feed, whether an Approved Broker or not, is responsible for the information delivery requirements in Section 3.1.
|
|
|
|
|
|
|
|
Limited
|
|
Page 2 of 7
|
Global Personal Trading Policy
January 11, 2017
|
|
|
Quarterly statements must be submitted to BlackRock within twenty (20) days of quarter end.
|
|
|
|
It is the employees obligation to report the information to BlackRock in instances where the employee arranges for the broker to submit information directly to BlackRock, the employee remains responsible to
confirm that documents are submitted and that the information provided is accurate.
|
|
|
|
If you transact directly with the issuer in a direct stock purchase plan or Dividend Reinvestment Plan (DRIP), you must disclose the account information and the name of the transfer agent or bank that
executes such transactions to the extent available.
|
3.2.
BlackRock
Open-end
Funds
Domiciled in the US
: Shares of BlackRock
Open-end
Funds domiciled in the US must be held directly through the Fund, BNY Mellon, Merrill Lynch, Fidelity, Charles Schwab, or UBS. Upon commencing employment,
you must transfer any existing holdings of shares or units of BlackRock Funds into an account at one of these named brokers.
4. Transaction
Pre-Clearance
Requirement
4.1.
You
must
submit a
pre-clearance
request in PTA and receive an approval before undertaking any personal investment transactions permitted under this policy, including purchases, sales, options exercises, and gifts.
4.2.
Pre-clearance
approvals, whether for market orders
5
or
limit orders
6
, are valid
only
on the day the approval is received. Your order
must
be executed by the time the market on which the security is trading closes.
NOTE
:
Limit
pre-clearances
are
not
valid in
Japan or Taiwan.
5. Transactions
Not
Subject to
Pre-Clearance
You are
not
required to obtain
pre-clearance
approval to transact in the following:
|
|
|
Open-end
Mutual Funds, including Labour-Sponsored Funds and shares or units of BlackRock Funds;
Open-End
Investment Companies, Unit Trusts,
Unit Investment Trusts, SICAVs;
|
|
|
|
NOTE
:
BlackRock Japan employees must
pre-clear
BlackRock Group related funds that are managed, advised, or issued by BlackRock Japan; Taiwan SITE BlackRock
funds also must be
pre-cleared.
|
|
|
|
Purchases of common stock under an Employee Stock Purchase Plan (note, however, that sales
must
be
pre-cleared);
|
|
|
|
Direct obligations of national government issuers;
|
|
|
|
Certificates of deposit and commercial paper;
|
|
|
|
529 Plans, Direct Stock Purchase Plans, and any securities purchased pursuant to a dividend reinvestment plan;
|
|
|
|
Securities issued by an exercise of rights to the holders of a class of securities;
|
5
|
Buy or sell transactions placed at current market price.
|
6
|
Buy or sell transactions placed at a
pre-determined
price (detailed within the
pre-clearance
request).
|
|
|
|
|
|
|
|
Limited
|
|
Page 3 of 7
|
Global Personal Trading Policy
January 11, 2017
|
|
|
Stock dividend, stock split, or other similar corporate distribution;
|
|
|
|
Conversion of employee stock options (note, however, that sales
must
be
pre-cleared);
|
|
|
|
Permissible Futures Transactions; and/or
|
|
|
|
Managed Accounts (as defined below).
|
6. Managed Accounts
6.1.
You are
not
required to obtain
pre-clearance
approval with respect to transactions in a Managed
Account provided you obtain written confirmation from the manager, investment adviser, or trustee managing your account that the account is managed on a discretionary basis and/or that you (or, if applicable, your spouse, domestic partner, or
dependent child) do not exercise investment discretion or otherwise have direct or indirect influence or control over investment decisions. The managers written confirmation must be in a form acceptable to Legal & Compliance.
6.2.
Investment Restrictions
: The following investments are not permitted in Managed Accounts. It is your responsibility to communicate these
investment restrictions to the manager, investment adviser, trustee, or other fiduciary managing your account.
|
|
|
Investments in BlackRock, Inc. (BLK);
|
|
|
|
BlackRock
Closed-end
Funds domiciled in the US; and
|
|
|
|
BlackRock
Open-end
Funds domiciled in the US (unless held in a managed account at Merrill Lynch, Fidelity, Charles Schwab, UBS, or directly through the transfer agent, BNY
Mellon).
|
6.3.
Permitted Investments
: All other securities, including BlackRock iShares ETFs and options, and futures are
permitted in Managed Accounts.
7. Prohibited Investments
You are prohibited from transacting in the following:
|
|
|
Initial Public Offerings except certain offerings directed or sponsored by BlackRock (as may be permitted by Legal & Compliance);
|
|
|
|
Spread betting on financial markets and instruments;
|
|
|
|
Contracts For Difference (CFD) (only prohibited in EMEA and Japan);
|
|
|
|
Options other than Permissible Options Transactions (as defined in Section 8.1);
|
|
|
|
Futures other than Permissible Futures Transactions (as defined in Section 8.2); and/or
|
|
|
|
|
|
|
|
Limited
|
|
Page 4 of 7
|
Global Personal Trading Policy
January 11, 2017
|
|
|
Limited offerings
7
(e.g., private offerings) unless permitted by Legal & Compliance in accordance with the Global Employee Private Investment Policy.
|
8. Permissible Options and Futures Transactions*
8.1.
Options
. Subject to
pre-clearance,
you are permitted to engage in the following listed,
exchange-traded options transactions:
|
|
|
Options on ETFs and Indices;
|
|
|
|
Covered Calls Selling call options against existing, long stock positions of companies included in the S&P 200, FTSE 100, S&P/TSX 60, or ASX 100 (and transactions to close out these positions); and/or
|
|
|
|
Protective Puts Buying a put on existing, long stock positions of companies included in the S&P 200, FTSE 100, S&P/TSX 60, or ASX 100 (and transactions to close out these positions).
|
8.2.
Futures
. You are permitted to trade in the following futures:
|
|
|
Futures on direct obligations of national government issuers;
|
|
|
|
Physical commodity futures; and/or
|
*
NOTE
:
Please see the Annex
3 for additional requirements relating to Japan.
9. Blackout Periods Trading Against Clients
9.1.
Specific Knowledge Blackout Period:
You may not trade in a security or futures contract at a time when you know of anothers intention
to trade that same security or futures contract on behalf of a client.
9.2.
Portfolio Manager 7 Day Blackout Period:
Portfolio
Managers may not trade in a security or futures contract
within 7 calendar days before or after
the trade date of a transaction in that security or futures contract with respect to a client/fund account over which the Portfolio Manager has
authority.
|
|
|
Portfolio Manager Definition:
Any employee who has the authority to make investment decisions or direct trades on behalf of a client account/fund.
|
9.3.
Portfolio Employee 15 Day Blackout Period:
Portfolio Employees may not trade in a security or futures contract that the Portfolio
Employee is considering, or has considered and rejected for purchase or sale, for a client
within the previous 15 calendar days
of the trade unless
pre-approval
is obtained by Legal &
Compliance in consultation with the employees supervisor.
|
|
|
Portfolio Employee Definition:
Any Portfolio Manager or other employee who provides information or advice to a Portfolio Manager, helps execute a Portfolio Managers decisions, or directly supervises a
Portfolio Manager, each with respect to a client account/fund.
|
7
|
Limited offerings are private offerings that are exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(a)(2), Section 4(a)(5), Rule 504, Rule 505, or Rule 506.
|
|
|
|
|
|
|
|
Limited
|
|
Page 5 of 7
|
Global Personal Trading Policy
January 11, 2017
10. Blackout Period Exemptions
Blackout period
restrictions do
not
apply to the following transactions:
|
|
|
Transactions not subject to
pre-clearance
as identified in Section 5; and/or
|
|
|
|
Securities of a company included in the S&P 200, FTSE 100, S&P/TSX 60 or ASX 100.*
|
*
NOTE
:
Please see the Annex 3 for additional requirements relating to Japan.
11. Ban on Short-Term Trading Profits
You may not profit
from the purchase and sale, or the sale and purchase, of the same security within a 60 calendar day period. This restriction does
not
apply to the following transactions at the discretion of Legal & Compliance:
|
|
|
Transactions not subject to
pre-clearance
as identified in Section 5;
|
|
|
|
Securities of a company included in the S&P 200, FTSE 100, S&P/TSX 60, or ASX 100;
|
|
|
|
Permissible options on securities of a company included in the S&P 200, FTSE 100, S&P/TSX 60, or ASX 100;
|
|
|
|
ETFs listed on
Annex 1 (excludes Japan employees)
;
|
|
|
|
Options on ETFs listed on
Annex 1 (excludes Japan employees)
;
|
|
|
|
Options on Indices consisting of 100 or more components; and/or
|
|
|
|
Transactions in BlackRock, Inc. (BLK) during open window periods and with prior
pre-clearance
approval. (Note, day trading is not permitted in BLK).
|
*
NOTE
:
Please see the Annex 3 for additional requirements relating to Japan.
12. Private Investment
Pre-Approval
Process
12.1.
Private Investment Questionnaire
: Private investments (including hedge funds, private equity funds, or private placements of securities)
must be
pre-approved
by Legal & Compliance. To obtain approval, you must complete and submit a Private Investment Questionnaire to the alias on the questionnaire. You may make the private investment
only after obtaining prior written approval from Legal & Compliance. Please consult the Global Employee Private Investment Policy for additional details.
13. Trading in BlackRock, Inc. (BLK)
13.1.
Trading Window:
You may only transfer, gift, or trade (purchase, sell, or exercise employee stock options on) BLK during open trading window periods. You will be notified of these window periods by an email notification sent by
Legal & Compliance to all employees announcing the opening and closing date of the trading window.
|
|
|
Pre-Clearance
of BLK is required:
Even during open trading windows, you are required to
pre-clear
all of your transactions in
BlackRock, Inc. (BLK). This includes purchases, sales, option exercises and gifts.
|
|
|
|
|
|
|
|
Limited
|
|
Page 6 of 7
|
Global Personal Trading Policy
January 11, 2017
|
|
|
Pre-Clearance
and BlackRocks Employee Stock Purchase Plan (ESPP)
: You are required to
pre-clear
sales of BlackRock common
stock from BlackRocks ESPP (purchases in the ESPP do not require
pre-clearance).
|
13.2.
Restrictions on Trading in BlackRock, Inc. (BLK):
You may
not
:
|
|
|
Trade in options or warrants on BLK;
|
|
|
|
Engage in any day trading (buying and selling the same security during one calendar day);
|
|
|
|
Engage in any short selling of BLK; and/or
|
|
|
|
Purchase any single-stock futures contracts on BLK.
|
14. Insider Trading
You must comply with BlackRocks Global Insider Trading Policy at all times, including when conducting your personal trading. In addition, you must notify
Legal & Compliance immediately if you receive or expect to receive material
non-public
information. Legal & Compliance will determine the restrictions, if any, that will apply to your
communications and business activities while in possession of that information.
15. Personal Trading Violations
Employee personal trading is subject to monitoring by BlackRock. BlackRock will determine on a case by case basis what remedial action should be taken in
response to any violation. This may include requiring the employee to void or reverse a trade, the cost of which may be borne by the employee or owner of the account, or limiting an employees personal trading for some period of time.
Violations of this policy, including but not limited to violations relating to trading activity and the obligation to provide information to BlackRock, may result in disciplinary action, up to and including termination.
16. Annual Certification
You must certify annually that
the account information (including securities and futures holdings) you have reported to BlackRock is accurate.
|
|
|
|
|
|
|
Limited
|
|
Page 7 of 7
|
Code of Ethics
Policy and Procedures
December
2016
I. Introduction
This Code of Ethics (the
Code) has been adopted by CenterSquare Investment Management, Inc. (CSIM) and CenterSquare Investment Management Holdings, Inc.(CSIMH), collectively referred to herein as, the Adviser or
CenterSquare, each a registered investment adviser under the Investment Advisers Act of 1940 (the Advisers Act), primarily for the purpose of providing rules for employees with respect to adherence to certain standards of
conduct along with abiding by policies regarding personal securities transactions.
Securities and Exchange Commission (SEC) Rule
204A-1
(the Rule) under the Investment Advisors Act of 1940, as amended, requires investment advisors to adopt codes of ethics. The Rule requires an investment advisors code of ethics to set forth standards of
conduct and requires supervised persons to comply with applicable federal securities laws. The code of ethics must address personal trading, including the reporting of personal securities holdings and transactions and the
pre-approval
of certain investments. This Code was adopted to adhere to the Rule. As a
sub-adviser
to one or more investment companies registered under the Investment Company
Act of 1940, as amended (the 1940 Act), the Code also adheres to Rule
17j-1
under the 1940 Act.
The
Code applies to all Supervised Persons
1
of the Adviser. In addition, the Rule requires Supervised Persons that are Access Persons of the Adviser to report, and the investment advisor
to review, their personal securities transactions and holdings periodically. The Advisers Act defines Access Person to mean any supervised persons of the Adviser who (1) has access to nonpublic information regarding any advisory
clients purchase or sale of securities, or nonpublic information regarding the portfolio holdings of any reportable fund, or (2) is involved in making securities recommendations to advisory clients, or who has access to such
recommendations that are nonpublic. Refer to section
V--PSTP
for personal security trading policies.
The Code
consists of two main components including:
|
1)
|
BNY Mellon Code of Conduct (the BNY Mellon Code); and
|
|
2)
|
BNY Mellon Personal Securities Trading Policy (the PSTP).
|
1
|
Supervised Persons is defined as any officer, partner, or director (or other person occupying a similar status or performing similar functions) or employee of the Adviser, or other person who provides investment advice
on behalf of the Adviser and is subject to the supervision and control of the Adviser.
|
1
II. Background
The investment management industry is closely regulated under the provisions of the federal securities laws including, but not limited to, the Advisers Act and
the 1940 Act, and by the regulations and interpretations of the Securities and Exchange Commission (the SEC) under those statutes. Transactions in securities are also governed by the provisions of the Securities Act of 1933 (the
Securities Act), and the Securities Exchange Act of 1934 (the Exchange Act) as well as by state laws. The rules of conduct set forth in this Code are based in large part on rules of law and legal concepts developed under the
federal securities laws. These legal concepts do not remain static, and further developments of the law in these areas may be expected. They were developed in an effort to self-regulate and preserve investors confidence that their interests
are placed ahead of our own personal trading activities. Supervised Persons of the Adviser should conduct business so as to avoid not only any violation of law, but also any appearance of violation or grounds for criticism.
III. Scope of the Code of Ethics
The Code covers two
general topic areas. First, it includes expectations for business conduct for all employees of the Adviser and clarifies employee responsibilities to clients, suppliers, government officials, competitors and the communities served by employees.
Refer to Section IV for discussion of the BNY Mellon Code.
Second, the Code includes specific rules, restrictions and reporting obligations with respect
to personal securities transactions. These requirements have been adopted for the purpose of better avoiding any conflicts of interest, or any appearances of conflicts of interest, between the securities trading which the Adviser undertakes on
behalf of clients (including the Funds) and personal securities trading by employees of the Adviser and other persons subject to this Code. The rules are intended to better assure that trading on behalf of clients is given priority over trading for
personal accounts, and that trading for personal accounts does not take place at a time which could adversely affect the trading for clients. Refer to Section V for discussion of the PSTP.
Other general restrictions are also discussed below.
IV.
BNY Mellon Code
Summary of BNY Mellon Code
The
BNY Mellon Code is a separate BNY Mellon policy document that provides the framework and sets the expectations for business conduct for all employees of the Adviser. In addition, it clarifies employee responsibilities to clients, suppliers,
government officials, competitors and the communities served by employees and outlines important legal and ethical issues.
It is the responsibility of all
employees to read and understand the BNY Mellon Code along with specific policies (e.g. Gifts and Entertainment).
2
The BNY Mellon Code includes, but is not limited to, key principles regarding the following:
|
1)
|
Conflicts of Interest
: gifts, entertainment and other payments; personal conflicts of interest; fiduciary appointments and bequests; outside affiliations, outside employment and certain outside compensation
issues; and disclosure of relationships and transactions;
|
|
2)
|
Proper Use and Care of Information and Proper Recordkeeping
: proprietary information and intellectual property; data integrity and corporate information; use of
e-mail
and
internet; accurate accounting and internal controls; use of
non-public
or inside information; talking to the media; and document retention;
|
|
3)
|
Dealing with Customers, Prospects, Suppliers, and Competitors
: business relationships with customers, prospects, suppliers, and competitors; business decisions; exploitation of relationships and use of the
companys name, letterhead or facilities; knowing your customer; and recognizing and reporting illegal, suspicious, or unusual activities;
|
|
4)
|
Doing Business With the Government
: complying with government contracts, government contracting laws and regulations; integrity in the sales and marketing process; truthful, accurate statements and recordkeeping;
safeguarding government information and property; cooperating with government audits and investigations; and meeting employment and labor obligations;
|
|
5)
|
Personal Finances
: personal investments; personal brokerage accounts; political campaign contributions; contributions to
not-for-profit
entities; and individual employees regulatory requirements; and
|
|
6)
|
Compliance with the Law
: among other matters illegal or criminal activities; investigations; and protection of company assets.
|
Employee Reporting
All employees are required to use
CODERAP (Code Reports and Permissions) to report or obtain approval for certain activities that are noted throughout the Code of Conduct and various other specific policies (e.g. gifts and entertainment). CODERAP is a
web-based
system available to all employees through internet explorer. The approval of (1) the employees Manager, (2) the Sector Head/Designated Business Leader (CenterSquare CEO/COO) and
(3) BNY Mellon Ethics Office is required for CODERAP submissions.
Employees are responsible for reporting any violations of the BNY Mellon Code to
CenterSquares Chief Compliance Officer.
3
BNY Mellon Code Monitoring
The following procedures exist to monitor employee adherence to the BNY Mellon Code:
|
|
|
All employees are required to complete an Annual BNY Mellon Code Certification;
|
|
|
|
CenterSquare Compliance requires all employees to complete a Quarterly CenterSquare Compliance Questionnaire designed to ascertain compliance with the significant provisions of the Code;
|
|
|
|
CenterSquare Compliance holds mandatory compliance orientation with all new employees which provides a review of the Code and its key components;
|
|
|
|
CenterSquare Compliance holds a mandatory annual compliance training for all employees which provides an overview of the Code of Ethics and related policies;
|
|
|
|
All new employees certify that they have read and understand the Code and its primary components, BNY Mellon Code and PSTP; and
|
|
|
|
All new employees are required to complete BNY Mellon Compliance Curriculum which may include training relating to one or more of the following areas:
|
|
|
|
Insider Trading/Conflicts of Interest
|
|
|
|
Privacy Policies for Protecting Information
|
|
|
|
Information Protections and Classification Standards
|
|
|
|
Ethical Conduct/Leadership
|
V. PSTP
Summary of PSTP
The PSTP is a separate BNY Mellon trading
policy designed to reinforce the companys reputation for integrity by avoiding even the appearance of impropriety and to ensure compliance with applicable laws in the conduct of our business. The PSTP sets forth procedures and limitations that
govern the personal securities transactions of CenterSquare employees in accounts held in their own names as well as accounts in which they have indirect ownership. It is the responsibility of all employees to read and understand the PSTP.
CenterSquare, and our related persons and employees, may, under certain circumstances and consistent with the PSTP, purchase or sell for their own accounts
securities that we also recommend to clients. However, as an additional control measure, CenterSquare employees designated as ADMs and IEs (defined below) are prohibited from holding securities in discretionary accounts that are part of the
CSIMs universe of investable public securities for client accounts.
4
The PSTP imposes different requirements and limitations on employees based on the nature of their business
activities and responsibilities. Each of CenterSquares employees is classified as one of the following:
|
1)
|
Investment Employee
(IE): IEs are employees who, as part of their responsibilities, have access to nonpublic information regarding any advisory clients purchase or sale of securities or
nonpublic information regarding the portfolio holdings of any proprietary account, or have access to such recommendations before they are public. IEs of the Adviser include Officers of the Adviser, members of CSIMHs Investment Committee,
Sales and Marketing employees, and other employees with access to portfolio holdings of CISM;
|
|
2)
|
Access Decision Maker
(ADM): ADMs (generally portfolio managers and research analysts who make recommendations or decisions regarding the purchase or sale of publicly traded real estate securities for
commingled funds including
sub-advised
mutual funds and other managed accounts) are subject to the most extensive procedures under the PSTP;
|
|
3)
|
Non-Classified
Employee
(NCE): CenterSquare employees are considered NCEs if they are not designated for any of the above noted classifications. NCEs are
generally employees of CIM which do not have responsibilities with respect to publicly traded real estate securities nor have access to portfolio holdings.
|
IEs and ADMs are considered Access Persons.
The following represents a summary of PSTP requirements. All employees need to be familiar with the PSTP stand alone policy:
|
1)
|
Access Persons are subject to preclearance and personal securities reporting requirements, with respect to discretionary accounts in which they have direct or indirect ownership;
|
|
2)
|
U.S. based Access Persons are subject to the use of BNY Mellon approved brokers, which facilitates automated reporting of personal securities transactions to the BNY Mellon personal security trading system
(PTA);
|
|
3)
|
Transaction reporting is not required for
non-discretionary
accounts, transactions in exempt securities or certain other transactions that are not deemed to present any potential
conflicts of interest;
|
|
4)
|
Preclearance is not required for transactions involving certain exempt securities such as
open-end
investment company securities that are not BNY Mellon proprietary funds, money
market funds and short-term instruments,
non-financial
commodities; transactions in
non-discretionary
accounts (approved accounts over which the employee has no direct
or indirect influence or control over the investment decision-making process); transactions done pursuant to automatic investment plans; and certain other transactions detailed in the PSTP which are either involuntary or deemed not to present any
potential conflict of interest;
|
5
|
5)
|
A restricted list of companies whose securities are subject to trading restrictions is utilized to determine whether or not to grant trading authorization;
|
|
6)
|
The acquisition of any securities in a private placement requires prior written approvals regardless of employee classification;
|
|
7)
|
With respect to transactions involving BNY Mellon company securities, all employees regardless of classification are also prohibited from engaging in short sales, purchases on margin, option transactions (other than
employee option plans), and short-term trading (
i.e.
, purchasing and selling, or selling and purchasing BNY Mellon securities within any 60 calendar day period);
|
|
8)
|
Vesting of restricted stock awards does not constitute an action for the 60 day period requirement but security holdings net of withholding is required to be reported in PTA by Access Persons employees;
|
|
9)
|
With respect to
non-BNY
Mellon securities purchasing and selling, or selling and purchasing the same or equivalent security within 60 calendar days is discouraged, and any profits
must be disgorged; and
|
|
10)
|
No employee should knowingly participate in or facilitate late trading, market timing or any other activity with respect to any fund in violation of applicable law or the provisions of such funds disclosure
documents.
|
PSTP Reporting
The
following represents employee reporting requirements under PSTP:
Initial Reporting
|
|
|
Within 10 days of being classified as an IE or ADM employee and setup on the PTA system, the employee must complete 2 Certifications in PTA for:
|
|
|
|
Direct/indirect owned accounts that can hold reportable securities
|
|
|
|
Direct/indirect covered securities held within and outside of accounts
|
6
Quarterly
|
|
|
Within 30 days after the end of each calendar quarter, IEs and ADMs must certify:
|
|
|
|
transactions in covered securities
|
|
|
|
confirm covered accounts are disclosed
|
|
|
|
update holdings for any activity that does not require preclearance (e.g., dividend reinvestments, automatic investment programs, splits, gifts) or discrepancy
|
|
|
|
acknowledge compliance with the policy
|
Annually
|
|
|
Within 30 days after the end of each calendar year, IEs and ADMs must certify:
|
|
|
|
transactions in covered securities
|
|
|
|
confirm covered accounts are disclosed
|
|
|
|
update holdings for any activity that is not reflected from broker feeds
|
|
|
|
acknowledge compliance with the policy
|
Other Reporting Requirements
|
|
|
Other reporting requirements imposed by CenterSquare include:
|
|
|
|
Employees classified as NCEs are required to
pre-clear
trades for securities that appear on CenterSquares restricted security list (Restricted List);
|
|
|
|
NCEs are required to
pre-clear
any trades of BNY Mellon company securities as noted in the PSTP.
|
PSTP Monitoring
The following procedures exist to
monitor employee adherence to the PSTP:
|
|
|
The BNY Mellon Ethics Office monitors employee personal security trading utilizing the PTA system;
|
|
|
|
The Ethics Office provides a quarterly certification to CenterSquare Compliance confirming that the PSTP was monitored in accordance with policy requirements and Policy in accordance with the requirements of that policy
All employees are required to complete an Annual BNY Mellon Code Certification The Personal Securities Trading Policy addresses the requirements of Rules
204A-1
and 206(4)-(7)(a) of the Investment Advisers Act
of 1940 and Rules
17j-1
and
38a-1(a)(1)
of the Investment Company Act of 1940;
|
7
|
|
|
CenterSquare Compliance monitors employee completion of PSTP policy reporting requirements;
|
|
|
|
CenterSquare Compliance performs a periodic comparison of IE and ADM security holdings against the Restricted List to ensure no holdings of restricted securities;
|
|
|
|
CenterSquare Compliance reconciles broker statements for international employees to holdings reported in the PTA system; and
|
|
|
|
On a periodic basis, CenterSquare Compliance attempts to
pre-clear
restricted securities to ensure denial of
pre-clearance.
|
VI. Other General Restrictions
Restrictions Under Rule 17j-l(a) Under the 1940 Act
No
Supervised Person may:
(a) employ any device, scheme or artifice to defraud any client of the Adviser (including the Funds and their shareholders);
(b) make to any client of the Adviser (including the Funds and their shareholders) any untrue statement of a material fact or omit to state to such client
(including the Funds and their shareholders) a material fact necessary in order to make the statements made in light of the circumstances under which they are made, not misleading;
(c) engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any client of the Adviser (including the Funds
and their shareholders); or
(d) engage in any manipulative practice with respect to any client of the Adviser (including the Funds and their
shareholders).
Any violation of the above shall be considered a violation of this Code.
Insider Trading
No Supervised Person shall purchase or
sell any security for his or her own behalf or on behalf of others (including, but not limited to, any client of the Adviser and any members of the immediate family of the Supervised Person) while the Adviser or the Supervised Person is in
possession of material, nonpublic information (insider information) concerning the security or the issuer of the security. In addition to compliance with the requirements of this Code, all personnel must comply with the insider trading
restrictions set forth in the BNY Mellon Code. A violation of the Advisers insider trading restrictions may result in criminal and civil penalties, including civil injunctions, treble damages, disgorgement of profits, jail sentences, and fines
for the person who committed the violation of up to three times the profit gained or loss avoided whether or not the person actually benefited. Employees should be familiar with CenterSquares separate Securities Firewall Policy.
8
Confidentiality of Information
Information about actual purchase or sale decisions, contemplated purchases or sales, or other transactions under consideration by the Adviser on behalf of any
client or funds, whether or not actually authorized as well as portfolio holdings of any client of funds, must be kept confidential. Employees of CenterSquare shall not divulge to any person contemplated or completed securities transactions of any
client or fund managed by CenterSquare, except in the performance of his or her duties, unless such information previously has become a matter of public knowledge or is required by law. Research information on portfolio issues must not be divulged
to persons who do not have a need to know such information in connection with their employment by the Adviser. In addition, information about clients of funds, which includes a clients or investors identity and financial information, is
confidential and must not be disclosed without the express written consent of the client. Employees of CenterSquare must use care in keeping information confidential. Any violation of these confidentiality requirements shall be a violation of this
Code.
Social Media
Employees need to be aware that
posting of any information about the firm on a social media site may be considered advertising and, as such, subject the firm to SEC advertising rules. Therefore, the following procedures are to be followed to ensure that regulatory requirements are
met:
|
|
Any firm profiles posted on LinkedIn or other social media sites require
pre-approval
by the firms Chief Compliance Officer and Director of Client Services and Marketing to
ensure that profiles are not false or misleading;
|
|
|
As a matter of practice, the firm prohibits access to certain social media sites from internal company servers including Facebook, Twitter, and MySpace;
|
|
|
Any content that is posted on social media sites must not be considered a testimonial. A testimonial is a statement relating to a clients experience with, or endorsement of the firm;
|
|
|
Firm performance will not be permitted to be posted on social media sites;
|
|
|
Employees will certify quarterly that they have complied with the firms social media policies;
|
|
|
The Chief Compliance Officer or designee will perform a periodic review of social media sites to determine that any firm information posted on these sites complies with advertising rules and does not contain factually
incorrect information or misleading statement.
|
9
VII. Code Violations
Violations of any aspect of this Code require immediate reporting to CenterSquares Chief Compliance Officer. The Chief Compliance Officer will make
determination of communication to Senior Management and/or BNY Mellon Ethics Office. All employees have the opportunity to report matters directly to the Ethics Office.
PSTP
Non-Compliance
Non-compliance
with the PSTP may result in the following:
|
|
|
Written notification with copies provided to CenterSquares Senior Management and Chief Compliance Officer;
|
|
|
|
Repeat violations may result in the following:
|
|
|
|
suspension of trading privileges
|
|
|
|
Employee
non-compliance
effecting performance/compensation reviews
|
|
|
|
Selling of positions and disgorgement of profits
|
Serious violations or continued repeated violations of the
PSTP may result in dismissal of an employee or other employment actions and potential referral to law enforcement.
VIII. Record Retention
The Adviser is required to make and keep accurate and current records of securities transactions in which the Adviser, its officers and directors, and certain
employees and other related persons have a beneficial interest. The reporting requirements set forth in this Code will enable the Adviser to fulfill this requirement and recordkeeping requirements of Rule
204A-1
under the Investment Advisors Act of 1940, as amended, and Rule
17j-1
of the Investment Company Act of 1940, as amended.
10
A Message from Our
Co-CEOs
The success of Dimensional Fund Advisors can be traced directly back to our firms first two guiding
principles: Act in the best interest of clients, and act ethically and legally. These beliefs have helped us set the industry standard in exceptional service and build lasting partnerships with our clients.
These strong relationships, some spanning over 20 years, are built on trust treating our clients as we would want to be treated and always doing what
we say we are going to do. We take our fiduciary obligation seriously and continually work to act as stewards of our clients assets, free from conflicts of interest.
Our firms commitment to integrity makes us stand out in a financial industry where competitive pressures are intense to behave otherwise. Dimensional
will never compromise its principles or its compliance with laws and regulations, and we depend on our employees, as representatives of the firm, to uphold our ideals.
Please read this guide to learn the rules that influence our decisions and enable us to maintain the highest legal and ethical standards. Your cooperation
with our code of ethics and standard of conduct will guarantee our reputation well into the future. We would like to thank you for your continued dedication to Dimensional and to our clients, which in turn allows us to continue providing for your
success.
David Booth and Eduardo Repetto
TABLE OF CONTENTS
|
|
|
|
|
Standard of Conduct
|
|
|
4
|
|
|
|
Reporting Code Violations
|
|
|
4
|
|
|
|
Code of Ethics
|
|
|
6
|
|
|
|
Who is subject to the Code of Ethics?
|
|
|
6
|
|
|
|
Covered Accounts
|
|
|
6
|
|
|
|
New Accounts
|
|
|
7
|
|
|
|
Non-Reportable
Accounts
|
|
|
7
|
|
|
|
Personal Securities Transactions
|
|
|
7
|
|
|
|
Private Placements
|
|
|
9
|
|
|
|
Reportable Transactions (transactions which do not require
pre-clearance,
but must be reported)
|
|
|
9
|
|
|
|
Personal Trading Restrictions and Prohibited Activities
|
|
|
9
|
|
|
|
Certification Requirements
|
|
|
11
|
|
|
|
Reporting Requirements
|
|
|
11
|
|
|
|
Summary of Reporting Obligations
|
|
|
11
|
|
|
|
Sanctions
|
|
|
12
|
|
|
|
Communications with Disinterested Trustees and Outside Directors
|
|
|
12
|
|
|
|
Japan Supplement
|
|
|
13
|
|
|
|
Outside Activities
|
|
|
13
|
|
|
|
Guidelines
|
|
|
13
|
|
|
|
Approval Process
|
|
|
14
|
|
|
|
Gifts and Business Entertainment
|
|
|
14
|
|
|
|
Gifts
|
|
|
15
|
|
|
|
Business Entertainment
|
|
|
16
|
|
|
|
Political Contributions
|
|
|
17
|
|
|
|
Other Policy Highlights
|
|
|
19
|
|
|
|
|
|
|
|
|
Policy Against Bribery and Corruption
|
|
|
19
|
|
|
|
Privacy Policies
|
|
|
19
|
|
|
|
Glossary of Terms
|
|
|
20
|
|
STANDARD OF CONDUCT
All of us at
Dimensional
are responsible for maintaining the very highest ethical standards when conducting business. In keeping with these
standards, we should adhere to the spirit as well as the letter of the law. Dimensionals Code of Ethics (the Code) is designed to help ensure that our actions are consistent with these high standards.
The Code has been adopted by Dimensional pursuant to SEC Rules with the objectives of promoting:
|
|
|
honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
|
|
|
|
full, fair, accurate, timely and understandable disclosure in reports and documents filed with relevant global regulatory agencies and in other public communications made by Dimensional;
|
|
|
|
compliance with applicable governmental laws, rules, and regulations;
|
|
|
|
the prompt internal reporting of violations of the Code to the Global Chief Compliance Officer (Global CCO) and the Deputy Chief Compliance Officer (Designated Officer); and
|
|
|
|
accountability for adherence to the Code.
|
Adherence to the Code is a basic condition of employment. Whether
or not a specific situation is addressed, you must conduct yourself in accordance with its general principles and in a manner that is designed to
avoid any actual or potential conflicts of interest
. Failure to comply could result in
disciplinary action, up to and including termination.
Reporting Code Violations
Dimensional is committed to fostering a culture of compliance. If you have any questions or concerns, or become aware of a violation or potential violation of
the Code, you are required to report the matter to one of the following:
|
|
|
The Global CCO and/or Designated Officer
|
|
|
|
a member of the
Ethics Committee
|
The Global CCO will receive reports on all violations of the Code
reported to a Designated Officer and/or a member of the Ethics Committee.
You have the option of
reporting compliance-related matters on a confidential basis through the
Compliance Reporting System
(CRS), or by email at
Compliance@dimensional.com
.
Retaliation against any employee for reporting compliance-related issues is cause for appropriate corrective action up to and including termination of the
retaliating employee.
General Code or Standard of Conduct questions should be directed to your local Compliance Team members.
CODE OF ETHICS
Who is subject to the Code of Ethics?
The Code
applies to all Dimensional employees, directors/trustees, officers and general partners, all of whom are considered
Access Persons
. In addition, certain provisions of the Code apply to
Immediate
Family Member(s)
living
in
the same household.
Restrictions on personal investment transactions may also be applied to temporary personnel (i.e., interns, contractors or
consultants) whose tenure exceeds ninety (90) days and/or who have access to nonpublic systems.
Covered Accounts
You are required to report
all
investment accounts (i.e.,
Covered Accounts
) with which you, your spouse, domestic partner, child or any other
Immediate Family Member have
Beneficial Ownership
or interests. Covered Accounts include but are not limited to the following:
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Brokerage Accounts
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Discretionary Accounts
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Employee Stock Compensation Plans
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Retirement Accounts
(IRAs or local equivalent)
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Transfer Agent Accounts
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UTMAs or UGMAs
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Mutual Fund Accounts
(i.e., collective investment
schemes)
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529 accounts,
in which you direct investments in Dimensional
Managed Funds
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Contract for Difference Accounts (CDAs)
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Self-Invested Personal Pension
(SIPPs)
(UK
specific)
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Superannuation Accounts
(managed, SMSF or Super Wrap, e.g.,
IOOF)
(Australia specific)
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Nippon (Japan) Individual Savings Account (NISA)
(Japan
specific)
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Stock & Shares ISAs
(UK specific)
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Wrap Accounts
(Australia specific)
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Discretionary Accounts must be disclosed and supporting documentation must be provided to Compliance.
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New Accounts
You must promptly report any new Covered Account for yourself, your spouse, domestic partner, child or any other Immediate Family Member. Unless the account
has been reported, no personal securities transactions can occur within the account.
The U.S. Compliance Team will send a standard letter to U.S.
broker-dealer(s) or bank(s), requesting duplicate statements and confirmations. However, it is your responsibility to ensure that duplicate statements and confirmations (or the local equivalent) are provided promptly. Confirmations should be
provided within ten (10) calendar days.
Non-Reportable
Accounts
You do not need to report the following accounts as Compliance has independent access to these records for monitoring and verification purposes:
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Dimensional 401(k) account (or local equivalent);
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Dimensional Health Savings Accounts (HSAs);
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Dimensional Managed Fund accounts established through Fund Operations; and
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If applicable, holdings in Dimensionals privately issued shares.
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Although these accounts do not need to
be reported, investment activities in these accounts must comply with the standards of conduct embodied in the Code.
Personal Securities Transactions
You must
pre-clear
any personal securities transactions in covered securities prior to execution.
2
This also applies to transactions by any Immediate Family Member of the Access Person
.
All
personal securities transaction reports and requests for
pre-clearance
must be processed through Dimensionals compliance reporting system (CRS), a
web-based
compliance system. Compliance will evaluate and review each
pre-clearance
transaction request and notification will be provided to employees through the CRS, in a timely manner.
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Designated Officers
(other than the Global CCO) are required to receive prior written approval of their
personal securities transactions from Dimensionals Global CCO. The Global CCO is required to receive prior approval of his personal securities transactions from one of the Dimensional
Co-Chief
Executive
Officers.
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Pre-clearance
approval is valid for T+1 (i.e., market orders), from the time of approval. In addition, you are required to provide confirmations (or the local equivalent) for each approved and executed transaction.
Covered securities, which require
pre-clearance,
include, but are not limited to, the following:
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Stocks/Shares
(common, preferred or restricted)
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Derivatives
(options, futures, forwards,
CDA trades,
etc.)
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Private Placements
(documentation must be
provided)
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Closed-End
Funds and
REITs
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Warrants & Rights
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Convertible Securities
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Voluntary Corporate Actions
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Depository Receipts
(ADRs or GDRs)
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Limited Partnerships and limited liability company interests
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Fixed Income Securities
(excluding certain
Sovereign
Government issuances)
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Exchange Traded Funds (ETFs)
must be
pre-cleared
if the value of the transaction is >$10,000 (USD)
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Dimensional Advised or
Sub-advised
Exchange Traded Funds (ETFs) must be
pre-cleared
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Covered securities do not include
exempt securities
. Exempt securities include:
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shares of registered
open-end
investment companies (i.e.,
open-end
mutual funds);
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shares of money market funds;
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direct obligations of the U.S. Government, or direct obligations of a
Sovereign Government
(e.g., Government of the United Kingdom, Commonwealth Government of Australia, etc.);
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bankers acceptances, bank certificates of deposit, commercial paper, and high quality short-term debt instruments (including repurchase agreements);
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shares issued by a unit investment trust that are invested exclusively in one or more registered
open-end
investment companies (none of which are Dimensional Managed Funds); and
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privately issued shares of the Advisor.
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Private Placements
You may not purchase a private placement unless approved by the Global CCO or Designated Officer
. Approval would be based upon a determination
that the investment opportunity was not being offered to you due to your employment with Dimensional, along with other relevant factors. Each private placement
pre-clearance
is reviewed on a
case-by-case
basis.
Reportable Transactions (transactions which do not
require
pre-clearance,
but must be reported)
Although the following transactions do not require
pre-clearance,
you must report them through the CRS on a quarterly basis:
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Dimensional Managed Funds (through a third party service provider or financial advisor);
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Investments in
1940-Act
Funds
sub-advised
by Dimensional;
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529 Accounts
that hold or are exclusively made up of Dimensional Funds;
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Automatic Investment Plans (including dividend reinvestment plans) in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule
and allocation; and
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Exchange Traded Funds (ETFs), other than Dimensional-advised or
sub-advised
ETFs, where the principal value of the transaction is
less than USD $10,000
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Please note:
Although transactions in ETFs under USD $10,000 do not require
pre-clearance,
post-trade review
will be performed and all other Code provisions will still apply, such as the sixty (60) day profit restriction.
Personal Trading Restrictions
and Prohibited Activities
The following transactions are prohibited:
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Initial public offering (IPO) investments;
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Short selling of securities;
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Transactions in securities that are subject to firmwide restriction; and
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Transactions in a security while in possession of insider information. Such transactions are unethical and illegal and will be dealt with decisively (reference the
Global Insider Trading Policy
, the
Singapore
Supplemental Insider Trading Policy, and the Japan Insider Trading Management Policies
).
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You are prohibited from
executing personal investment transactions with individuals with whom business is being conducted on behalf of certain institutional clients. Therefore, Compliance may request the name of the account contact (or agent) before processing the
pre-clearance
request.
Blackout Period Restriction
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A
pre-clearance
request involving a covered security will be denied if Dimensional has traded in the same or equivalent security within the past seven (7) calendar days, and
the
pre-clearance
request is in an amount over USD $10,000. Please note that, with the exception of ETFs not managed by Dimensional, a transaction in a covered security in an amount less than USD $10,000 must
be
pre-cleared
and reported.
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Compliance will monitor trading activity for seven (7) calendar days following the
pre-clearance
approval date for conflicts of interest on
non-Discretionary
Accounts.
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Short Term Trading Restrictions
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Access Persons cannot profit from the purchase and sale (or sale and purchase) of the same or equivalent security within sixty (60) calendar days.
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Gains are calculated based on a
last-in,
first-out
(LIFO) method.
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Excessive Trading of Dimensional Managed Funds
Employees
are prohibited from engaging in excessive trading of any
Dimensional Managed Funds
in order to take advantage of short-term market movements. Excessive trading activity, such as a frequent pattern of exchanges, could result in harm to
shareholders or clients.
ETFs for which Dimensional Serves as Advisor or Subadvisor
Employees with knowledge of the composition of the underlying ETF constituents are prohibited from using such information or from disclosing such information
to any other person, except as authorized in the course of their employment, until such information is made public.
Exceptions to Code Restrictions
In cases of hardship, the Global CCO or Designated Officer may grant an exception (or waiver) to the personal trading restrictions of the Code. The
decision will be based on a determination that a hardship
exists and the transaction for which the exception (or waiver) is requested would not result in a conflict with our clients interests or violate any other policy embodied in the Code. Any
exception (or waiver) will be evidenced in writing and will be reported to the Ethics Committee.
Certification Requirements
All employees are required to complete a Code of Ethics Acknowledgement Form upon commencement of their employment with Dimensional, and annually thereafter,
to acknowledge and certify that they have received, reviewed, understand and shall comply with the Code. In addition, all material amendments to, or any new interpretations of the Code, shall be conveyed to employees (which may include temporary
personnel) and require their acknowledgment of receipt and understanding of the amendments or interpretations.
Reporting Requirements
All personal securities transactions and holdings reports will be reviewed by Compliance. The records and reports created or maintained pursuant to the Code
are intended solely for internal use and are confidential unless required to be disclosed to a regulatory or governmental agency.
New employees who fail
to submit their Compliance New Hire Questionnaire and Initial Holdings Report within ten (10) calendar days of their employment start date will be prohibited from engaging in any personal securities transaction until such report is submitted
and may be subject to other sanctions.
Summary of Reporting Obligations
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New Hires
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All Employees
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Upon joining the firm
(Due in 10 calendar days)
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Quarterly and Annually
(Due 30 calendar days after each quarter)
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New Hire Questionnaire
(Disciplinary Action Disclosure)
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Quarterly and Annual Compliance Questionnaires
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Initial Holdings Report
(include private placements)
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Quarterly Transaction Reports and Annual Holdings Certification
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Provide Covered Account statement(s)
(current, within 45 days prior
to start date)
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Covered Account(s) Certification; report new accounts upon opening.
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Code of Ethics, Insider Trading
and Compliance Manual Acknowledgements
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Code of Ethics, Insider Trading
and Compliance Manual Acknowledgements
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Sanctions
Depending on the severity of the infraction, you may be subject to sanctions for violating the Code of Ethics and related personal trading controls (e.g.,
failure to
pre-clear
transactions, report accounts, and submit statements and/or initial, quarterly and annual certification forms). Sanctions may include but are not limited to:
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verbal or written warnings,
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suspension of personal trading activity,
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disgorgement and forfeiture of profits,
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termination of employment
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Repeated immaterial violations will be communicated to your supervisor, Department
Head and the Global CCO for corrective action. Material violations will be escalated to the Ethics Committee and may be subsequently reported to the Board of Directors of Dimensional and other
sub-advised
boards as required.
Communications with Disinterested Trustees and Outside Directors
Dimensional attempts to keep directors/trustees informed with respect to Dimensionals investment activities through reports and other information
provided to them in connection with board meetings and other events. However, it is Dimensionals policy not to communicate specific trading information and/or advice on specific issues to Disinterested Trustees and
Outside Directors
unless the proposed transaction presents issues on which input from the Disinterested Trustees or Outside Directors is appropriate (i.e., no information is given regarding securities for which current activity is being considered for clients). Any
information requests by Disinterested Trustees or Outside Directors should be reported to the General Counsel or the Global CCO.
Disinterested Trustees
are not subject to the reporting requirements except to the extent the Disinterested Trustee knew or, in the ordinary course of fulfilling his or her duties as a director, should have known that during the fifteen (15) days immediately before
or after the Disinterested Trustees transaction in a Covered Security, a U.S. Mutual Fund purchased or sold the covered security, or an Advisor considered purchasing or selling the covered security for a U.S. Mutual Fund.
Japan Supplement
Pursuant to local rules and
regulations, Japanese employees have additional restrictions on personal trading (see the
Japanese Code of Ethics Addendum
).
OUTSIDE ACTIVITIES
Certain types of outside business activities may cause a conflict of interest or an appearance of a conflict of interest. There is no absolute
prohibition on a Dimensional employee participating in certain outside activities such as charitable foundations and endowments, provided your participation does not present a conflict of interest and you comply with the Code. However, as a
practical matter there may be circumstances in which it would not be in Dimensionals best interest to allow an employee to participate in activities with an outside organization, even if the employees participation did not violate
Dimensionals policies and procedures (such as whether the activity would absorb a good part of the employees time, potentially affecting their performance at Dimensional).
It is impossible to anticipate every conflict of interest that may arise, but activities with outside organizations should be limited to those that either do
not present or have the least potential of presenting conflicts of interest. As a result, Dimensional requires that outside business and charitable activities must be approved by your supervisor and Compliance prior to the acceptance of such a
position (or if you are new, upon joining the firm).
Guidelines
Serving on the Boards of Public Companies
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As a general matter, directorship or (an equivalent position) in an unaffiliated public company (or companies reasonable expected to become public companies) will not be authorized because of the potential conflicts.
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If you wish to accept a directorship or (an equivalent position), you must obtain prior approval from the Boards of Directors of the Dimensional entities in which you are an employee and/or an officer.
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Activities with a private organization
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If you wish to be involved with a private organization
(non-Dimensional)
in an official capacity (officer, directorship or an equivalent position), you must obtain approval from
the
Co-CEOs
and the Global CCO.
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Activities with a
non-profit
organization
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If you wish to be involved with a
non-profit
organization in an official capacity (directorship or an equivalent position), you must notify Compliance in writing as further
approval may be required.
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Compensation
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If you receive compensation from an outside organization, you must obtain prior written approval from your supervisor and Compliance.
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Approval Process
Outside activity requests will be
evaluated on a
case-by-case
basis and approval will be granted only if it is determined that the activity does not present a significant conflict of interest. Obtain
written approval from your supervisor with the activity details and copy your local Compliance Team Designee(s). If any additional information is required, Compliance will reach out to you.
In instances where you receive authorization to serve as a director on an outside organization, you are expected to refrain from any direct (or indirect)
involvement in the consideration by a Dimensional client of any purchase or sale for securities of that outside organization (or any affiliates of the outside organization) for which you serve as a director.
GIFTS AND BUSINESS ENTERTAINMENT
If you accept or
provide gifts or entertainment (including business entertainment) relating to Dimensional business, you must comply with regulatory requirements, Dimensionals business practices, and the Code. The giving (or accepting) of gifts and
entertainment may
create (or appear to create) a conflict of interest and place Dimensional or a client in a difficult or embarrassing position. Therefore, embarrassing gifts should never be given (or accepted), and you always should use your
best judgment when giving (or accepting) any gift or entertainment to determine whether it is appropriate.
Under certain
circumstances, Section 17(e)(1) of the 1940 Act may prohibit Dimensionals
Fund Advisory Personnel
from accepting gifts and entertainment from
Broker Donors
. Accordingly, Dimensional has adopted additional restrictions that apply
when Broker Donors offer gifts and entertainment to Authorized Traders. If you are a member of Fund Advisory Personnel, you must comply with these additional restrictions.
Gifts
In general, you may give (or accept) gifts that do
not exceed the annual aggregate amount of USD $100 (or the local currency equivalent). However, you must be mindful that some clients (or prospective clients) may be subject to additional regulatory restrictions or prohibitions on the acceptance of
gifts or entertainment and may have to comply with related disclosure requirements. Therefore, you should inquire about any restrictions or disclosure requirements, prior to giving any gifts (or providing business entertainment). The giving (or
accepting) of all Gifts and Business Entertainment must be reported and logged promptly. Please contact a member of your local Compliance Team for reporting details. (U.S. employees refer to the designee(s) list on Be.Dimensional.)
Gifts include logo items (e.g., pens, hats, etc.), tickets for events, gift baskets, meals and transportation.
This policy does not apply to gifts or charitable donations made by you outside the scope of your responsibilities with Dimensional.
Gift Restrictions
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You may not give (or accept) gifts in excess of USD $100 (or the local currency equivalent).
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You may not give (or accept) gifts in the form of cash or cash equivalents.
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Gifts valued in excess of USD $100 must be reported to Compliance and returned unless an exception is granted by the Global CCO or Compliance Designee.
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No exceptions will be granted for gifts subject to FINRAs USD $100 gift limit.
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If you
are a member of Fund Advisory Personnel, you must also comply with the following restrictions:
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You may not accept any gifts from Broker Donors except gifts of de minimis value, such as
non-lavish,
logoed items or gifts of less than $25 in reasonably estimated value. If you have a long-standing personal relationship with a Broker Donor, you may attend a
non-business,
social event
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hosted by the Broker Donor, or accept a
non-de
minimis gift or entertainment greater in value than USD $25 from the Broker Donor if the event, gift, or
entertainment is
pre-approved
first by your supervisor and then Compliance. You must report all gifts from Broker Donors regardless of value.
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Business Entertainment
Business entertainment includes
any event, meal or activity whose primary purpose is business and is
offered by and attended
by a person who has (either directly or through their employer or affiliate) a current or prospective business relationship with Dimensional. This
also includes instances where a Dimensional employee is offering the event, meal or activity on behalf of a current or prospective Dimensional client or vendor. If the person (or entity) paying for the entertainment does not have a representative in
attendance, the event constitutes as a gift and is subject to the gift restrictions above.
Providing Business Entertainment
You may provide business entertainment as long as it is appropriate and reported in writing to your supervisor. Business entertainment provided to a current or
a prospective client or vendor will be overseen by your supervisor through the Dimensional expense reporting and approval process. If the business entertainment exceeds USD $100 per person, you will need to provide to your supervisor a written
explanation along with the name of the client, business vendor or organization.
Receiving Business Entertainment
You may receive business entertainment as long as it is appropriate and reported in writing to your supervisor. If the estimated value of the business
entertainment you receive is expected to exceed USD $100 per person, you will need to report the event in writing to the head of your department. The following types of business entertainment require
pre-approval
by your department head:
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Attending business-related events with an expected value in excess of USD $100 per person (or the local equivalent);
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Meals or events in which family members or friends are present; and
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Attending meals or events in which five (5) or more Dimensional employees are in attendance.
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If you are
a member of Fund Advisory Personnel, you must also comply with the following restrictions:
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You may not accept entertainment (such as sporting events) from Broker Donors. You may accept business meals from Broker Donors of less than USD $100 in anticipated value, and you must report those meals to your
supervisor and Compliance. You may accept business meals from Broker Donors of greater than USD $100 in anticipated value provided you first
pre-clear
the meal with your supervisor and Compliance.
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Unions and Union Officials
Special
reporting rules apply when Dimensional employees furnish
any gift or entertainment in excess of
USD $250
in any calendar year to labor unions, union officials, agents or consultants of a Taft-Hartley plan. Please report
all gifts or
entertainment involving a union or union official
to either Legal or Compliance. If applicable, Legal will be responsible for filing the required
LM-10
form with the Department of Labor.
Supplemental Policies
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U.K. Supplemental Gift & Business Entertainment Policy
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Japan Addendum to Gift and Entertainment
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POLITICAL CONTRIBUTIONS
The U.S. Securities and Exchange Commissions political contribution regulation, known as the pay to play rules
3
, limits contributions
4
by investment advisers and certain of their employees to certain
Covered Government Officials
. In addition,
Dimensional is subject to a variety of federal, state and local restrictions regarding political contributions, as well as contractual restrictions between Dimensional and certain clients.
Although Dimensional encourages civic and community involvement by its directors, officers and employees, Dimensional desires to avoid any situation that
could curtail Dimensionals current business or business prospects, raise potential or actual conflicts of interest, or create an appearance of impropriety in the context of Dimensionals business relationships. Accordingly, all
contributions by a director, officer, employee or Immediate Family Member of a director, officer or employee of Dimensional (each a
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Contributions include, but are not limited to, monetary contributions, gifts and loans (including
in-kind
contributions, such as donation of goods or services).
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Contributor), must be made on the Contributors behalf, entirely voluntary, and should not be in an amount (determined by Contributor taking into account the Code) that is likely
to influence a candidates judgment regarding any continued or future business with Dimensional.
Specifically, this policy prohibits a Contributor
from making political contributions when the solicitation or request for such contributions implies that continued or future business with Dimensional depends on making such contributions. Similarly, no contributions should be made that create the
appearance that Dimensional stands to benefit in its business relations because of the Contributors contribution. If a Contributor is unsure if a particular political contribution would be in compliance with this policy, they should consult
Dimensionals U.S. Legal and/or Compliance Department.
More specifically, the following actions are prohibited:
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Contributors are prohibited from making political or charitable contributions for the purpose of obtaining or retaining potential or existing public entity clients;
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Contributors are prohibited from making any contributions that create the appearance that Dimensional stands to benefit in its business relations because of such contribution; and
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Contributors from Dimensionals
non-U.S.
based advisor affiliates are prohibited from making any political contributions to political action committees (PACs) federal, state
or local candidates for elective office in the United States.
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In order to prevent an inadvertent violation of the pay to play
rules, Contributors are prohibited from making political contributions
without prior approval from the Global CCO
to any of the following:
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Covered Government Officials
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Political action committees (PACs)
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Requests for approval of political contributions must be submitted through
the CRS and cannot exceed Federal, state or client limitations. Dimensionals Compliance Department will be responsible for maintaining the required books and records associated with employee political contributions to ensure the reports are
kept confidential. In addition, Dimensionals Global CCO or a Chief Executive Officer may grant exceptions to the contribution limitation on a
case-by-case
basis.
Violations of this policy will not necessarily be deemed to be violations of the pay to play rules; all violations of this policy will be discussed by Dimensionals Global Legal and Compliance Officers in making that determination.
If you have any questions about the policy, please contact the U.S. Legal and/or Compliance Department.
OTHER POLICY
HIGHLIGHTS
Policy Against Bribery and Corruption
Dimensional employees are prohibited from giving, offering or promising anything of value to a foreign official
with the intent to improperly obtain or
retain any business or any other advantage.
For a full explanation of the policy, please refer to the
Bribery and Corruption Policy
and
the supplemental policies for the following:
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Anti-Corruption Policy (U.K.)
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Privacy Policies
You should be aware of your local privacy policies,
Dimensional Privacy Policy and Procedures
,
Dimensional Fund Advisors Ltd
.,
Australian
Privacy Policy Statement
,
the Japan Personal Information Protection
Policies and the
Singapore Privacy Policy
. Information concerning Dimensionals clients that you acquire in connection with your employment at Dimensional is
proprietary
.
As an employee, contractor or consultant you have access to computers, systems and corporate information in order to do your job. This access means that you have an obligation to use these systems responsibly and follow company
policies to protect information and systems.
You are prohibited from sending or forwarding sensitive or confidential data to your personal email address.
If you have any general questions about the Code, please contact a member of your local Compliance Team.
GLOSSARY OF TERMS
The following definitions apply to the bold terms used throughout the brochure:
1940 Act
means the Investment Company Act of 1940.
529 Account(s)
(or 529 Plans) which have the ability to hold Dimensional Managed Funds are listed on Be.Dimensional.
Access Person
means:
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any director/trustee, officer or general partner of the U.S. Mutual Funds or Dimensional Entities;
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any officer or director of the Distributor who, in the ordinary course of business, makes, participates in or obtains information regarding the purchase or sale of covered securities for any registered investment
company for which the Distributor acts as the principal underwriter;
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employees of Dimensional who, in connection with their regular functions or duties, make, participate in, or obtain information regarding the purchase or sale of covered securities, or other advisory clients for which
the Advisors provide investment advice, or whose functions relate to the making of any recommendations with respect to such purchases or sales;
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any natural persons in a control relationship with one or more of the U.S. Mutual Funds or Advisors who obtain information concerning recommendations made to such the U.S. Mutual Funds or other advisory clients with
regard to the purchase or sale of covered securities, or whose functions or duties, as part of the ordinary course of their business, relate to the making of any recommendation to U.S. Mutual Funds or advisory clients regarding the purchase or sale
of covered securities; and
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any
Supervised Person
(which may include contractors or consultants) who has access to nonpublic information regarding client securities transactions, research or portfolio holdings of any Dimensional Managed
Funds.
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Advisers Act
means the Investment Advisers Act of 1940.
Advisor
means Dimensional Fund Advisors LP, DFA Australia Limited, Dimensional Fund Advisors Ltd., Dimensional Fund Advisors Canada ULC, Dimensional
Fund Advisors Pte. Ltd. and Dimensional Japan Ltd.
Beneficial
Ownership
means the employee has or shares a direct or indirect pecuniary interest in the securities held in an account. Employees have pecuniary interest in securities if they have the ability to directly or indirectly profit from a securities
transaction. It is presumed that you have beneficial ownership interests in any account held individually or jointly, by you or by your Immediate Family Member or domestic partner (
or
an unrelated adult with whom you share your home and
contribute to each others support)
including but not limited to family trusts and family partnerships (Securities Exchange Act of 1934, Rule
16a-1;
17 CFR
240.16a-1).
Broker Donors
mean broker-dealers or similar financial intermediaries and their employees,
officers, directors, and other representatives.
Covered Account
includes any broker-dealer, investment adviser, bank or other financial
institutions in which an Access Person maintains an account in which
any
securities are held or the account has the ability to hold securities for the direct or indirect benefit of such Access Person.
Covered Government Official
means any person who is, at the time of the contribution, an incumbent or a candidate for state or local government office
(including any candidate for a federal office currently holding a state or local office).
Designated Officer
means the Global Chief Compliance
Officer or any employee from the
Dimensional Entities
designated by the Global CCO
.
Dimensional
means (i) DFA Investment
Dimensions Group Inc., the DFA Investment Trust Company, Dimensional Emerging Markets Value Fund and Dimensional Investment Group Inc. (collectively, the
U.S. Mutual Funds
), (ii) Dimensional Fund Advisors LP, DFA Australia
Limited, Dimensional Fund Advisors Ltd., Dimensional Fund Advisors Canada ULC, Dimensional Retirement Plan Services LLC, Dimensional Fund Advisors Pte. Ltd. and Dimensional Japan Ltd. (collectively, the
Dimensional Entities
); and
(iii) DFA Securities LLC (the
Distributor
).
Dimensional Managed Funds
means any series/portfolio of the U.S. Mutual Funds
or any other fund advised by or
sub-advised
by any of the Advisors.
Discretionary Account
means a personal
account in which you have completely turned over decision-making authority to a professional money manager (who is not an Immediate Family Member or not otherwise covered by the Code) and you have no direct or indirect influence or control over the
account. Such accounts are often referred to professionally managed or managed accounts.
Disinterested Trustee
means a
director/trustee of the U.S. Mutual funds who is not considered to be an interested person of the U.S. Mutual Funds within the meaning of Section 2(a)(19)(A) of the 1940 Act.
Ethics Committee
means the Ethics Committee appointed by the directors/trustees of the Dimensional Entities and consists of the following officers of Dimensional Fund Advisors LP:
Co-Chief
Executive Officers, General Counsel,
Co-Head
of Portfolio Management and Trading and the Global Chief Compliance Officer.
Fund Advisory Personnel
mean those persons whose names appear on the effective list of Authorized Traders kept by Dimensional.
Immediate Family Member of an employee
means any of the following person(s) sharing the same household with the employee:
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spouse, civil union or domestic partner, child, stepchild, grandchild, parent, stepparent, grandparent, sibling,
mother-in-law,
father-in-law,
son-in-law,
daughter-in-law,
brother-in-law,
sister-in-law,
adoptive relationships and legal guardianships;
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someone who holds account(s) in which the employee is a joint owner, has trading authority, or Beneficial Ownership; and/or
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someone for whom the employee contributes to the maintenance of the household and the financial support of such person.
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Outside Director
means a director of any Advisor who is not considered to be an interested person of the Advisor within the meaning of
Section 2(a)(19)(B) of the 1940 Act, provided that a director shall not be considered interested for purposes of this Code by virtue of being a director or knowingly having a direct or indirect beneficial interest in the securities of the Advisor if
such ownership interest does not exceed five percent (5%) of the outstanding voting securities of such Advisor.
SEC Rules
include but are not
limited to Rule
206(4)-5
and Rule
204A-1
under the Advisers Act, and Rule
17j-1
under the 1940 Act.
Supervised Person
means any partner, officer, director (or other person occupying a similar status or performing similar functions), or employee of an
Advisor, or other person who provides (i) investment advice on behalf of an Advisor and (ii) is subject to the supervision and control of the Advisor with respect to activities that are subject to the Advisers Act or the 1940 Act.
Revised
December 15, 2016 (22035.4)
Effective January 1, 2017
CODE OF ETHICS
Applicable to:
Eaton Vance
Corp.
Eaton Vance Management
Boston Management and Research
Eaton Vance Investment Counsel
Eaton Vance Advisers International Ltd.
Eaton Vance Management (International) Limited
Eaton Vance Advisers (Ireland) Limited
Eaton Vance Australia Pty. Ltd.
Eaton Vance Management Canada Ltd.
Eaton Vance Management International (Asia) Pte. Ltd.
Eaton Vance Trust Company
Eaton Vance Distributors, Inc.
(each of the foregoing entities,
an Eaton Vance Entity
and collectively the Eaton Vance Entities)
and
Eaton Vance Funds
Eaton Vance Unit Investment Trusts
Effective: September 1, 2000
(as
revised December 14, 2016)
TABLE OF CONTENTS
Table of Contents
1
Overview
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Part I.
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Standards of Business Conduct
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Part II.
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Policy on Personal Securities Transactions
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General Provisions
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Appendix 1.
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Procedures for Policy on Personal Securities Transactions
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Appendix 2.
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Eaton Vance Funds Policies and Procedures in Prevention of Insider Trading
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Appendix 3.
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Eaton Vance Policies and Procedures in Prevention of Insider Trading
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1
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The policies and procedures attached to this Code of Ethics as Appendices provide additional guidance on certain topics addressed in the Code but are not a part of the Code.
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2
OVERVIEW
2
Applicability
Eaton Vance Personnel.
You
are subject to this Code of Ethics if you are an employee, officer, director, consultant or intern of any Eaton Vance Entity.
Eaton Vance Funds
3
Managed or Distributed by an Eaton Vance Entity.
You are subject to this Code of Ethics if you are an access person (as defined in Part II below) of a Fund (as defined in Part II
below) for which an Eaton Vance Entity provides
day-to-
day investment management or acts as principal distributor.
Eaton Vance Funds Managed by Advisers and Sub-Advisers Other Than Eaton Vance Entities.
If you are an access person (as defined in
Part II below) of a Fund (as defined in Part II below) and employed by an adviser or sub-adviser that provides the Fund with day-to-day investment management and that is not an Eaton Vance Entity (unaffiliated adviser), you are not
subject to this Code provided that:
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you are subject to a code of ethics adopted by the unaffiliated adviser that the Funds Chief Compliance Officer has determined meets all the requirements of and complies with Rule 17j-1 under the Investment
Company Act of 1940, as amended (Rule 17j-1), and Rule 204A-1 under the Investment Advisers Act of 1940, as amended; and
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the Fund Board has approved the unaffiliated advisers code of ethics pursuant to and in compliance with Rule 17j-1.
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Material exceptions to any such unaffiliated advisers Code as applied to a Fund access person are required to be reported to the Fund Chief Compliance
Officer promptly.
Independent Trustees of Eaton Vance Funds.
Independent Fund Trustees (as defined in Part II) are access persons of the
Funds. If you are an Independent Fund Trustee, you are subject to the Overview - Governing Principles and General Provisions sections of the Code and your obligations under the Policy on Personal Securities
Transactions section of the Code are set forth in Part II, Section D.
Governing Principles
Independent Trustees of Eaton Vance Funds
. If you are subject to this Code as an access person of the Fund, you have a duty at all times to place
the interests of the Fund first. You are required to conduct all your personal securities transactions consistent with the letter and spirit of this Code and in such a manner as to avoid any actual or potential conflicts of interest or any abuse of
your position of trust and responsibility with respect to the Funds. You are expected not only to follow the specific rules, but also the spirit of the Code.
2
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Capitalized terms used in this Overview have the meanings assigned to them in Part II of the Code.
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3
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For the ease of reference, the Board of Trustees or Board of Directors of an Eaton Vance Fund is referred to collectively herein as the Board of Trustees and Trustees and Directors are referred to collectively herein as
Trustees.
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3
In that connection, you may not engage in any activities which directly or indirectly:
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misleads a Fund, including statements that omit material facts;
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operates or would operate as a fraud or deceit on a Fund;
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functions as a manipulative practice with respect to a Fund; or
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functions as a manipulative practice with respect to a security.
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Eaton Vance Personnel and Eaton Vance
Funds Managed or Distributed by an Eaton Vance Entity.
If you are subject to this Code as an employee, officer, director, consultant or intern of any Eaton Vance Entity you have the same duties outlined above with respect to the Fund as well
as to all other Clients (as defined in part II below).
4
PART I
STANDARDS OF BUSINESS CONDUCT
If you are subject to this Code:
You are expected to comply with the following standards of business conduct:
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you must comply with all applicable laws and regulations including the federal securities laws;
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you must comply with the fiduciary obligations outlined below; and
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you must comply with this Code of Ethics.
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You have a duty to promptly report any violation or
apparent violation of the Code of Ethics to the Chief Compliance Officer. This duty exists whether the violation or apparent violation is yours or that of another person subject to this Code. Retaliation against individuals who report violations or
apparent violations of the Code in good faith is not permitted. Violators of the Code are subject to sanctions.
Nothing in this Code
restricts or prohibits you from initiating communications directly with, responding to any inquiries from, providing testimony before, providing confidential information to, reporting possible violations of law or regulation to, or from filing a
claim or assisting with an investigation directly with a self-regulatory authority or a government agency or entity, including without limitation, the U.S. Equal Employment Opportunity Commission, the Department of Labor, the National Labor
Relations Board, the U.S. Department of Justice, the U.S. Securities and Exchange Commission, the U.S. Commodities Futures Trading Commission, the Financial Industry Regulatory Authority, the Occupational Safety and Health Administration, the U.S.
Congress, any other federal, state or local governmental agency or commission, and any agency Inspector General (collectively, the Regulators), or from making other disclosures that are protected under the whistleblower provisions of
federal, state or local law or regulation. This Code does not limit your right to receive an award from any Regulator that provides awards for information relating to a potential violation of law. You do not need prior authorization to engage in
conduct protected by this paragraph, and do not need to notify the Chief Compliance Officer that you have engaged in such conduct. You recognize and agree that, in connection with any such activity outlined above, you must inform the Regulators,
your attorney, a court or a government official that the information you are providing is confidential. Despite the foregoing, you are not permitted to reveal to any third-party, including any governmental, law enforcement, or regulatory authority,
information you came to learn during the course of your employment that is protected from disclosure by any applicable privilege, including but not limited to the attorney-client privilege and/or attorney work product doctrine. The Eaton Vance
Entities, the Eaton Vance Funds and the Eaton Vance Unit Investment Trusts do not waive any applicable privileges or the right to continue to protect privileged attorney-client information, attorney work product, and other privileged information.
5
Please take notice that federal law provides criminal and civil immunity from federal and state
claims for trade secret misappropriation to individuals who disclose a trade secret to their attorney, a court, or a government official in certain, confidential circumstances that are set forth at 18 U.S.C. §§ 1833(b)(1) and 1833(b)(2),
related to the reporting or investigation of a suspected violation of the law, or in connection with a lawsuit for retaliation for reporting a suspected violation of the law.
Fiduciary Obligations
You have a duty to
act in utmost good faith with respect to each Client (as defined in Part II below), and to provide full and fair disclosure of all material facts, particularly where the interests of the Company (as defined in Part II below) may be in conflict with
those of a Client. The Company has a duty to deal fairly and act in the best interests of its Clients at all times. The following fiduciary principles govern your activities and the interpretation/administration of these rules:
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The interests of Clients must be placed first at all times.
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All your personal trading transactions must be conducted consistent with the rules contained in Part I and Part II of this Code and in such a manner as to avoid any actual or potential conflict of interest or any abuse
of your position of trust and responsibility.
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You should never use your position with the Company, or information acquired during your employment, in your personal trading in a manner that may create a conflict or the appearance of a conflict between
your personal interests and the interest of the Company or its Clients. If such a conflict or potential conflict arises, you must report it immediately to the Chief Compliance Officer.
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In connection with providing investment management services to Clients, this includes prohibiting any activity which directly or indirectly:
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defrauds a Client in any manner;
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misleads a Client, including any statement that omits material facts;
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operates or would operate as a fraud or deceit on a Client;
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functions as a manipulative practice with respect to a Client; and
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functions as a manipulative practice with respect to securities.
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These rules do not identify
all possible conflicts of interest, and literal compliance with each of the specific provisions of Part I and Part II of the Code of Ethics will not shield you from liability for personal trading or other conduct that is designed to circumvent its
restrictions or violates a fiduciary duty to Clients.
Additional Standards of Business Conduct
If you are an employee, officer, director, consultant or intern of any Eaton Vance Entity listed on the cover page of this Code of Ethics, you
are also subject to the Eaton Vance Corp. Code of Business Conduct and Ethics. Any violation of the Eaton Vance Corp. Code of Business Conduct and Ethics may also be deemed a violation of this Code of Ethics.
6
PART II
POLICY ON
PERSONAL
SECURITIES TRANSACTIONS
DEFINITIONS
Company
refers to each
Fund
and
EV UIT
(as defined below), and each of Eaton Vance Corp. (
EVC
), Eaton Vance Management (
EVM
), Boston Management and Research (
BMR
), Eaton Vance Investment Counsel (
EVIC
), Eaton
Vance Advisers International Ltd. (
EVAL
), Eaton Vance Management (International) Limited (
EVMI
), Eaton Vance Advisers (Ireland) Limited (
EVAI
), Eaton Vance Australia Pty. Ltd. (
EV Australia
), Eaton Vance Management Canada
Ltd. (
EVMC
), Eaton Vance Management International (Asia) Pte. Ltd. (
EVMIA
), Eaton Vance Trust Company (
EVTC
) and Eaton Vance Distributors, Inc. (
EVD
).
Eaton Vance Entity
means any of EVC, EVM, BMR, EVIC, EVAL, EVMI, EVAI, EV Australia, EVMC, EVMIA, EVTC and EVD; and together they are
the
Eaton Vance Entities
.
Fund
is each Fund that is an investment company registered under the Investment Company Act of
1940 in the Eaton Vance Fund complex. The Funds in the Eaton Vance Fund complex are either open-end funds, including open-end exchange traded managed funds (referred to as NextShares), or closed-end funds. EV UITs (as defined below) are
not Funds in the Eaton Vance Fund complex.
Sub-advised Fund
is each investment company registered under the Investment Company Act
of 1940 for which EVM or BMR acts as the investment sub-adviser.
EV UIT
is each investment company registered as a unit investment
trust under the Investment Company Act of 1940 that is sponsored by EVD.
Client
is (1) any person or entity, including a Fund
or a Sub-advised Fund, for which an Eaton Vance Entity provides investment advisory services and (2) any EV UIT.
Access Person
is each of the following:
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(1)
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a director, trustee, or officer of (i) a Fund to whom this Code is applicable as described in the Overview above, (ii) an EV UIT, (iii) EVM, (iv) BMR, (v) EVAL, (vi) EVMI or (v) EVIC;
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(2)
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an employee, consultant, or intern of (i) a Fund to whom this Code is applicable as described in the Overview above, (iii) an EV UIT, or (iii) any Eaton Vance Entity who, in connection with his or her
regular functions or duties, makes, participates in, obtains or has access to nonpublic information regarding the purchase or sale of Securities by a Client, or whose functions relate to the making of any recommendations with respect to the
purchases or sales (including a portfolio manager,
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7
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investment counselor, investment analyst
4
, member of a trading department, most administrative personnel in EVIC and each investment department, and certain members
of the investment operations department, separately managed account operations department, information technology department, legal department and fund administration department) or who, in connection with his or her regular functions has access to
nonpublic information regarding such recommendations (including certain members of the fund administration department and information technology department);
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(3)
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an employee, consultant, or intern of (i) a Fund to whom this Code is applicable as described in the Overview above or (ii) any of EVC, EVM, BMR, EVIC, EVAL or EVMI who, in connection with his or her regular
functions or duties, has access to nonpublic information regarding portfolio holdings of a Fund or Sub-advised Fund (including a portfolio manager, investment analyst, member of a trading department, most administrative personnel in each investment
department, and certain members of the investment operations department, separately managed account operations department, information technology department, brand marketing department, media relations department, legal department and fund
administration department);
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(4)
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a natural person in a Control relationship to (i) a Fund to whom this Code is applicable as described in the Overview above, (ii) an EV UIT or (iii) of EVC, EVM, BMR, EVIC, EVAL or EVMI who obtains
nonpublic information concerning recommendations made to the Client with regard to the purchase or sale of Securities by the Client;
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(5)
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a Reporting Person; and
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(6)
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a director, officer or employee of EVD who is not a Reporting Person but who, in the ordinary course of business, makes, participates in, obtains or, in EVDs judgment, is able to obtain nonpublic information
regarding, the purchase or sale of Securities by a Fund or an EV UIT, or whose functions or duties in the ordinary course of business relate to the making of any recommendation to a Fund or EV UIT regarding the purchase or sale of Securities.
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Investment Professional
is each of the following:
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(1)
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an employee of (i) a Fund to whom this Code is applicable as described in the Overview above, (ii) an EV UIT, (iii) a Sub-advised Fund or (iii) any of Eaton Vance Entity who, in connection with his
or her regular functions or duties, makes or participates in making recommendations regarding the purchase or sale of Securities by the Client (including a portfolio manager, an investment counselor, and an investment analyst); and
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As used in this Policy on Personal Securities Transactions, the term investment analyst includes any person that performs financial and/or quantitative analysis of securities that results in a recommendation
to a portfolio manager or investment counselor regarding an investment in such securities.
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(2)
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a natural person who Controls (i) a Fund to whom this Code is applicable as described in the Overview above, (iii) an EV UIT or (iii) any of EVM, BMR, EVMI or EVAL and who obtains information concerning
recommendations made to the Client with regard to the purchase or sale of Securities by the Client.
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Every Investment
Professional is also an Access Person.
Reporting Person
is each employee of EVD or EVM who is a registered representative or
registered principal of EVD.
Independent Fund Trustee
is a trustee or director of a Fund who is not an interested
person of the Fund (as determined under the Investment Company Act of 1940).
Immediate Family
of any person includes his or
her spouse, children, and relatives living in his or her principal residence.
Designated Broker
is any one of the following
broker-dealer firms:
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7.
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Morgan Stanley Smith Barney;
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11.
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Hargreaves Lansdown (for international Access Persons only); or
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12.
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Killik & Co. (for international Access Persons only).
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Securities
means
anything that is considered a security under the Investment Company Act of 1940, including most kinds of investment instruments, including:
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2.
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shares of exchange traded funds (commonly referred to as ETFs);
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3.
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shares of closed-end investment companies, including shares of Eaton Vance closed-end Funds;
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4.
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options on securities, on indexes and on currencies;
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5.
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investments in all kinds of limited partnerships;
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6.
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investments in unit investment trusts, including EV UITs;
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7.
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investments in private investment funds, hedge funds, private equity funds, venture capital funds and investment clubs;
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8.
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units or shares of U.K.-authorized unit trusts (commonly referred to as AUTs) and open-ended investment companies (commonly referred to as OEICs) that are governed by the U.K Financial Services and Market Act 2000 and
subject to regulation by the Financial Services Authority (or any successor); and
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9.
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investments in other non-U.S. unit trusts and non-U.S. mutual funds.
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The term Securities does
not
include:
9
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a.
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direct obligations of the U.S. Government;
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b.
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bankers acceptances, bank certificates of deposit, commercial paper and high quality short-term debt obligations, including repurchase agreements;
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c.
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shares of open-end investment companies that are registered under the Investment Company Act of 1940 (mutual funds and exchange-traded managed funds),
other than
shares of Funds or Sub-advised Funds; and
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d.
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premium bonds, indexed-linked savings certificates, fixed income savings certificates, guaranteed equity bonds, capital bonds, childrens bonus bonds, fixed rate savings bonds, income bonds and pensioners
guaranteed income bonds issued and sold directly to the public through the National Savings and Investments agency of the United Kingdoms Chancellor of the Exchequer.
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Shares of Funds and Sub-advised Funds that are not money market funds are Securities for the purposes of this Policy.
Initial Public Offering
means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately
before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934. As used in this Policy, the term Initial Public Offering shall also mean a one time offering of stock
to the public by the issuer of such stock which is not an initial public offering.
Limited Offering
means an offering that is
exempt from registration under the Securities Act of 1933 pursuant to section 4(2) or section 4(5) or pursuant to rule 504, rule 505 or rule 506 under the Securities Act of 1933. A Limited Offering thus includes an offering commonly referred to as a
private placement, as well as a non-public offering in limited amounts available only to certain investors. A Limited Offering includes any offer to you to purchase any Securities, whether stock, debt securities, or partnership interests, from any
entity, unless those Securities are registered under the Securities Act of 1933 (that is, are publicly offered/publicly traded Securities).
Large Cap Issuer
is an issuer of Securities with an equity market capitalization of more than $3 billion.
Beneficial Interest
with respect to Securities or a Securities account generally means an interest where you or a member of your
Immediate Family, directly or indirectly, (i) have investment discretion or the ability (including joint ability or discretion) to purchase or sell Securities or direct the disposition of Securities; (ii) have voting power over Securities,
or the right to direct the voting of Securities; or (iii) have a direct or indirect financial interest in Securities (or other benefit substantially equivalent to
ownership of Securities). For purposes of this Policy, beneficial ownership shall be interpreted in the same manner as it would be
under Rule 16a-1(a)(2) under the Securities Exchange Act of 1934 for purposes of reporting beneficial ownership under Section 16 of the 1934 Act, as amended.
Control
means with respect to (1) an entity, the power to exercise a controlling influence over the management or policies of the
entity, unless such power is solely the result of an official position with such entity, (2) an account, having investment discretion over the account and (3) an issuer (including a Fund, a Sub-advised Fund or an EV UIT), a Beneficial
Interest in more than 25% of the voting securities of the issuer.
10
Chief Legal Officer, Chief Compliance Officer, Treasurer, Compliance Manager, Senior
Compliance Administrator, Compliance Attorney, Investment Compliance Officer
and
Treasury Manager
mean the persons identified as such in the Procedures. Questions or comments regarding the Code may be emailed to
codeofethics@eatonvance.com.
Procedures
means the Procedures for Policy on Personal Securities Transactions attached to
this Code as Appendix 1.
A. Applicability of the Policy
1. Who is Covered
.
One or more parts of this Policy apply to Company officers, employees, consultants and interns. Certain
parts apply only to Access Persons, Independent Fund Trustees, Investment Professionals, or Reporting Persons. The Company will notify you if you are in one of these categories.
This Policy covers not only your personal Securities transactions, but also those of your Immediate Family (your spouse, children, and
relatives living in your principal residence).
2. What Accounts are Covered
.
Unless the Compliance Manager or
Compliance Attorney determines otherwise based on your specific facts and circumstances, this Policy applies to Securities holdings and transactions: (i) in all accounts in which you or members of your Immediate Family have a direct or indirect
Beneficial Interest; and/or (ii) in all accounts that are directly or indirectly under your Control or the Control of a member of your Immediate Family.
5
Accounts that are normally covered by this Policy include accounts that are:
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(2)
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in the name of a member of your Immediate Family;
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(3)
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of a partnership in which you or a member of your Immediate Family have a Beneficial Interest, or are a partner with direct or indirect investment discretion;
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(4)
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a trust of which you or a member of your Immediate Family are a beneficiary and/or a trustee with direct or indirect investment discretion (on a sole or joint basis);
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(5)
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of a closely held corporation, limited liability company or similar legal entity in which you or a member of your Immediate Family are a Controlling shareholder and have direct or indirect investment discretion over
Securities held by such entity; and
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(6)
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an account or trust holding Securities where you have sole or shared investment discretion, or are otherwise deemed to Control.
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3. When You Must Use a Designated Broker
.
All Securities accounts of (a) Reporting Persons or Access Persons (other
than Access Persons who are Independent Fund Trustees) must be maintained with one or more Designated Brokers, unless the account:
5
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Please note that any Securities accounts managed by EVIC in which an Access Person or the Immediate Family of an Access Person has a direct or indirect Beneficial Interest are subject to this Policy. Securities
transactions in such accounts must be pre-cleared.
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11
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(1)
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holds only shares of EVC Securities that are publicly traded and is held with Computershare;
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(2)
|
includes only shares of Funds and Sub-advised Funds and is held with such Funds transfer agent;
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(3)
|
includes only shares of Funds purchased through the Companys retirement plans;
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(4)
|
is a retirement account you established through a prior employer, or as part of a DRIP or ESOP investment program;
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(5)
|
includes only units or shares of an AUT or OEIC for which forward prices are available
and
no Eaton Vance Entity acts as investment adviser; or
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(6)
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is subject to a code of ethics or similar policy applicable to a member of your Immediate Family requiring an account be held at an entity other than a Designated Broker.
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Persons who become Reporting Persons or Access Persons must initiate movement of existing accounts to one or more Designated Brokers within thirty
(30) calendar days of the Company notifying them of their status as a Reporting Person or Access Person.
6
B. Rules Applicable to All Employees
7
If you are a Company officer, employee, consultant or intern, you are subject to the following rules.
1. Pre-clearance: EVC Securities
.
You must pre-clear all purchases, sales or other transactions involving EVC Securities
that are publicly traded with the Treasurer or Treasury Manager,
except
that you do not have to pre-clear (1) purchases pursuant to the EVC Employee Stock Purchase Plan or to the exercise of any EVC stock option agreement,
(2)
bona
fide
gifts of such EVC Securities that you receive, or (3) automatic, non-voluntary transactions involving such EVC Securities, such as stock dividends, stock splits, or automatic dividend reinvestments, or certain
non-voluntary transactions initiated by a broker, dealer or bank with respect to such EVC Securities deposited in a margin account.
NOTE:
The purchase or sale of publicly traded options on Eaton Vance Securities is prohibited.
6
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You may maintain an existing account you opened with a broker, dealer or bank that is not a Designated Broker if:
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(a)
|
(1) you were an Access Person prior to October 1, 2008 and (2) the account was established with such broker, dealer or bank prior to October 1, 2008;
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(b)
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(1) you became an Access Person on October 1, 2009, (2) immediately prior to becoming an Access Person you were a Reporting Person, and (3) the account was established with such broker, dealer or bank prior to
October 1, 2009;
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(c)
|
(1) you were an Access Person of EVAL and/or EVMI on August 3, 2015 and (2) the account was established with such broker, dealer or bank prior to August 3, 2015.
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7
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Reminder
:
When this Policy refers to you or your transactions, it includes your Immediate Family and accounts in which you or they have a direct or indirect Beneficial Interest. See
section A, Applicability of the Policy, above. The procedure for obtaining pre-clearance is explained in the Procedures.
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12
There are times when transactions in EVC Securities are routinely prohibited, such as prior to
releases of earnings information. Normally you will be notified of these blackout periods.
2. Pre-clearance: Eaton Vance Closed-End
Funds.
You must pre-clear all purchases and sales of shares of Eaton Vance closed-end Funds. You may obtain a list of all of Eaton Vance closed-end Funds at http://funds.eatonvance.com/All-Closed-end- funds.php.
3. Reporting Requirements.
You must ensure that the broker-dealer you use sends to the Senior Compliance Administrator copies of
confirmations of all purchases and sales of EVC Securities that are publicly traded and shares of Eaton Vance
closed-
end Funds that you were required to pre-clear. If you are an Access Person required to file
reports of personal Securities transactions, these purchases and sales must be included in your reports.
4. Prohibited Transactions.
You are prohibited from purchasing or selling
any
security, either personally or for any Client, while you are in the possession of material, non-public information concerning the Security or its issuer. Please read Appendix 3 to the
Code of Ethics, Eaton Vance Policies and Procedures in Prevention of Insider Trading.
5. Transactions in Shares of Funds and
Sub-advised Funds and Units of EV UITs.
You must comply with all prospectus restrictions and limitations on purchases, sales or exchanges of Fund or Sub-advised Fund shares or EV UIT units when you purchase, sell or exchange such shares or
units.
C. Rules Applicable to Access Persons
8
If you are an Access Person, you are subject to the following rules, in addition to the Rules Applicable to All Employees in
section B above, provided that Access Persons who are Independent Fund Trustees are only subject to the Access Person rules in section D of this Part II.
1. Pre-Clearance: All Securities
.
You must pre-clear all purchases and sales of Securities, except that you do
not
have to pre-clear:
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(1)
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unless you are a trader in the equity department
9
, a purchase of equity Securities of a Large Cap Issuer (with a market capitalization of more than $3 billion), if
the value of such purchase, together with the value all of your purchases of equity Securities of that Large Cap Issuer in the previous six (6) calendar days, would not exceed $50,000;
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8
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Reminder
:
When this Policy refers to you or your transactions, it includes your Immediate Family and accounts in which you or they have a direct or indirect Beneficial Interest, and over
which you or they exercise direct or indirect influence or Control. See section A, Applicability of the Policy, above and check the definition of Securities and of other capitalized terms in the Definitions
section above.
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Traders in the equity department must pre-clear each purchase and sale of equity Securities of a Large Cap Issuer, even if the value of such purchase or sale, together with the value all of his or her other purchases or
sales, respectively, of equity Securities of that Large Cap Issuer in the previous six (6) calendar days, would not exceed $50,000.
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(2)
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unless you are a trader in the equity department
10
, a sale of equity Securities of a Large Cap Issuer, if the value of such sale, together with the value all of your
sales of equity Securities of that Large Cap Issuer in the previous six (6) calendar days, would not exceed $50,000;
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(3)
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a purchase of investment grade, non-convertible debt Securities, if the value of such purchase, together with the value all of your purchases of investment grade, non-convertible debt Securities of the same issuer in
the previous six (6) calendar days, would not exceed $50,000;
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(4)
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a sale of investment grade, non-convertible debt Securities, if the value of such sale, together with the value all of your sales of investment grade, non-convertible debt Securities of the same issuer in the previous
six (6) calendar days, would not exceed $50,000;
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(5)
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a purchase of any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, if the value of such purchase together with the notional value of all such
purchases with respect to a given currency in the previous six (6) calendar days would not exceed $50,000;
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(6)
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a sale of any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, if the value of such sale together with the notional value of all such sales with
respect to a given currency in the previous six (6) calendar days would not exceed $50,000;
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(7)
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a purchase (including through an exchange) of Securities of a Fund or a Sub-advised Fund unless it is a closed-end Fund;
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(8)
|
a redemption (including through an exchange) of Securities of a Fund or a Sub-advised Fund unless it is a closed-end Fund;
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(9)
|
a purchase of units or shares of an AUT or OEIC, provided that the Access Person receives a forward price for such purchase of the units or shares
and
no Eaton Vance Entity acts as investment adviser to the AUT
or OEIC;
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(10)
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a redemption of units or shares of an AUT or OEIC, provided that the Access Person receives a forward price for such redemption of the units or shares
and
no Eaton Vance Entity acts as investment adviser to the
AUT or OEIC;
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(11)
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an automatic, non-voluntary transaction, such as a stock dividend, stock split, spin-off, or automatic dividend reinvestment, or the termination of a unit investment trust (including an EV UIT); or
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(12)
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a transaction pursuant to a mandatory tender offer or bond call that is applicable
pro
rata
to all stockholders or bond holders, respectively.
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10
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Traders in the equity department must pre-clear each purchase and sale of equity Securities of a Large Cap Issuer, even if the value of such purchase or sale, together with the value all of his or her other purchases or
sales, respectively, of equity Securities of that Large Cap Issuer in the previous six (6) calendar days, would not exceed $50,000.
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14
The exemptions from pre-clearance in clauses (1) through (6) above do not apply to trading
in any Security that is placed on a restricted list pursuant to the Eaton Vance Policies and Procedures in Prevention of Insider Trading. Further, the Chief Compliance Officer may suspend your ability to rely on the exemptions from pre-clearance in
clauses (1) through (10) if he or she concludes that you have engaged in excessive personal trading or that pre-clearance by you is otherwise warranted.
You are responsible for determining if an issuer is a Large Cap Issuer; you may consult an appropriate Internet website for this purpose, such
as Yahoo: Finance. Remember that you must always pre-clear all transactions (i.e. purchases, sales and gifts) in EVC Securities that are publicly traded and shares of a Fund that is an Eaton Vance closed-end Fund even if EVC or the Fund, as
applicable, is a Large Cap Issuer. See section B.1, Pre-Clearance: EVC Securities and section B.2, Pre-Clearance: Eaton Vance Closed-End Funds above. Investment Professionals have additional pre- clearance obligations. See
section F, Additional Rules Applicable to Investment Professionals and Certain Other Persons, below.
You will not receive
pre-clearance of a transaction for any Security at a time when the Chief Compliance Officer or Chief Legal Officer believes circumstances warrant prohibiting a transaction in a particular Security. This may include when there is a pending buy or
sell order for the same Security for a client. Remember that the term Security is broadly defined. For example, an option on a Security is itself a Security, and the purchase, sale and exercise of the option is subject to pre-clearance.
A pre- clearance approval normally is valid only during the day on which it is given. Pre- clearance procedures are set forth in the Procedures.
2. Holding Period: Eaton Vance Closed-End Funds
.
Pursuant to federal securities laws, trustees, directors and officers of
closed-end Funds, and certain Access Persons involved in managing such Funds may not benefit from purchasing and selling, or selling and purchasing, shares of these Funds within six (6) months or each other, and must file SEC Forms 4 regarding
their transactions in shares of these funds. If you are in this category, the Senior Compliance Administrator will notify you and assist you in filing these Forms, and you will not receive pre-clearance for any purchase or sale that would violate
the six-month restriction. Therefore, if you are in this category, you should expect to hold the shares you purchase for at least six (6) months.
3. Prohibited and Restricted Transactions
.
The following transactions are either prohibited without prior approval, or are
discouraged, as indicated. The procedures for obtaining approval are in the Procedures.
a.
Initial Public Offering of an EV UIT
.
From the time that the final investment portfolio to be disclosed in the registration statement of an EV UIT (referred to as the
Final Investment Portfolio
) is disseminated internally to personnel of EVD (and its affiliates) by the Director
of UIT Product Development or his designee in connection with the Initial Public Offering of that EV UIT (referred to as the
Dissemination Date
) until the first (1st) day of the Initial Public Offering period of that EV UIT, no Access Person
may purchase or sell any Security in the Final Investment Portfolio in his or her personal Securities account.
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b.
Initial Public Offerings
. You may not purchase or otherwise acquire any Security in an
Initial Public Offering. You may apply to the Chief Compliance Officer and the Investment Compliance Officer for prior written approval to purchase or acquire a Security in an Initial Public Offering, but approval will be granted only in rare cases
that involve extraordinary circumstances. Accordingly, the Company discourages such applications. You might be given approval to purchase a Security in an Initial Public Offering, for example, pursuant to the exercise of rights you have as an
existing bank depositor or insurance policyholder to acquire the Security in connection with the banks conversion from mutual or cooperative form to stock form, or the insurance companys conversion from mutual to stock form.
c.
Limited Offerings
. You may not purchase or otherwise acquire any Security in a Limited Offering, except with the prior approval from
the Chief Compliance Officer and the Investment Compliance Officer. (Remember that a Limited Offering, as defined, includes virtually any Security that is not a publicly traded/listed Security.) Such approval will only be granted where you establish
that there is no conflict or appearance of conflict with any Client or other possible impropriety (such as where the Security in the Limited Offering is appropriate for purchase by a Client, or when your participation in the Limited Offering is
suggested by a person who has a business relationship with any Company or expects to establish such a relationship). Examples where approval might be granted, subject to the particular facts and circumstances, are a personal investment in a private
fund or limited partnership in which you would have no involvement in making recommendations or decisions, or your investment in a closely held corporation or partnership started by a family member or friend.
d.
Short Sales
. You may not sell short any Security, except that you may (i) sell short a Security if you own at least the same
amount of the Security you sell short (selling short against the box) and (ii) sell short U.S. Treasury futures and stock index futures based on the S&P 500 or other broad based stock indexes. All transactions entered into
pursuant to clause (i) or (ii) above are subject to pre-clearance.
e.
Naked Options
. You may not engage in option transactions
with respect to any Security, except that (i) you may purchase a put option or sell a call option on Securities that you own and, (ii) in order to close such a transaction, you may sell a put option or purchase a call option on Securities
that you own. You may
not
engage in the purchase or sale of publicly-traded options on shares of EVC Securities. All transactions entered into pursuant to clause (i) or (ii) above are subject to pre-clearance.
f.
Short-term Trading
. You are strongly discouraged from engaging in excessive short-term trading of Securities. The purchase and sale,
or sale and purchase, of the same or equivalent Securities within sixty (60) calendar days are generally regarded as short-term trading. Such transactions are subject to pre-clearance.
4. Prohibited Transactions:
a.
Designated Issuers.
If you are an Access Person who:
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has been designated as a Limited Person under the Non-Public Information and Ethical Wall Policy (the Ethical Wall Policy) with respect to a Designated Issuer (as defined in the Ethical Wall Policy); or
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16
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has otherwise been permitted access to the investment portfolio records relating to a Designated Issuer pursuant to clauses (x) and (z) of section 2 of the Ethical Wall Policy,
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you may not purchase or sell any Security issued by such Designated Issuer until the ethical wall concerning such Designated Issuer has been
lifted in accordance with the Ethical Wall Policy.
b.
Equity Department and EVIC
.
If you are an Access Person in the equity
department or EVIC, you may not purchase or sell any Security until the seventh (7th) calendar day after any (a) Analyst Select Portfolio activity regarding that Security (whether an addition, increased position, deletion, decreased position,
or rating change), (b) addition or deletion of such Security from the Counselors Focus Portfolio, or (c) change in the rating of that Security on Code Red (i) from a strong buy, buy or neutral to a
sell or strong sell, (ii) from a neutral, sell or strong sell to a buy or strong buy, or (iii) an invalidation of the investment case, in each case to provide
sufficient time for Client transactions in that Security before personal transactions in that Security. In addition, the Chief Compliance Officer may require other Access Persons with access to any of the Analyst Select Portfolio, Counselors Focus
Portfolio, Equity Department research on Code Red or other investment department research to adhere to the restrictions in this paragraph upon written notice to such Access Person by the Chief Compliance Officer or his designee.
In addition, Access Persons that are traders in the equity department must pre- clear each purchase and sale of equity Securities of a Large
Cap Issuer, even if the value of such purchase or sale, together with the value all of his or her other purchases or sales, respectively, of equity Securities of that Large Cap Issuer in the previous six (6) calendar days, would not exceed $50,000.
c.
Investment Operations Department Separately Managed Accounts
. If you are an Access Person in the investment operations
department, you may not purchase or sell any Security from the day of any communication or notice (verbal or written) of a pending program trade until the second (2nd) business day after execution of that pending program trade by all participating
separately managed accounts.
d.
Investment Operations Department NextShares Basket Creation
.
11
If you are an Access Person (a) in the investment operations department who, in connection with your regular functions or duties, participates in the creation of the daily basket for any
NextShares or (b) in the information technology department who, in connection with your regular functions or duties, has access to the systems used in the creation of the daily basket for any NextShares, you may not purchase or sell any
Security that is bought or sold by a NextShares to convert a given days (the Subject Dates) basket constituents to the desired portfolio composition until the second (2nd) business day following the Subject Date.
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NextShares issue and redeem shares in creation units. A NextShares issues or redeems a creation unit in return for a basket of Securities, other instruments or cash that the NextShares specifies each
business day. The basket is not intended to be representative of the current holdings of the Nextshares and will be converted to or from the desired portfolio composition.
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5
. Investment Clubs
.
You may not be a member of an investment club
that trades in and owns Securities in which members have an interest. Such an investment club is regarded by this Policy as your personal account, and it is usually impracticable for you to comply with the rules of this Policy, such as pre-clearance
of transactions, with respect to that investment club. If you were a member of an investment club and a Company employee on September 1, 2000, you may either (i) resign from the club by January 31, 2001 or promptly upon becoming an Access
Person, and until your resignation is effective you may not influence or Control the investment decisions of the club, or (ii) you may continue as a member, but only if the club is regarded as your personal account and you (and the club) meet
all of the requirements of this Policy with respect to
every
securities transaction by the club, including pre-clearance, prohibited and restricted transaction, and reporting requirements.
6. Reporting Requirements
12
.
You are required to provide the
following reports of your Security holdings and transactions to the Senior Compliance Administrator. Please refer to the Procedures for reporting procedures and forms.
a.
Initial Report of Holdings.
Within ten (10) calendar days after you become an Access Person, you must submit to the Senior
Compliance Administrator a report of your holdings of Securities, including the title, type, exchange ticker or CUSIP number (if applicable), number of shares and principal amount of each Security held as of a date not more than forty-five
(45) calendar days before you became an Access Person. Your report must also include the name of any broker, dealer or bank with whom you maintain an account for trading or holding any type of securities, whether stocks, bonds, mutual funds, or
other types and the date on which you submit the report to the Senior Compliance Administrator.
b.
Annual Report of Holdings.
After
January 1 and before January 31st of each year, you must submit to the Senior Compliance Administrator a report of your holdings of Securities, current within forty-five (45) calendar days before the report is submitted, including the title,
type, exchange ticker or CUSIP number (if applicable), number of shares and principal amount of each Security held. Your report must include the name of any broker, dealer or bank with whom you maintain an account for trading or holding any type of
securities, whether stocks, bonds, mutual funds, or other types and the date on which you submit the report to the Senior Compliance Administrator.
c.
Quarterly Transaction Report.
Within thirty (30) calendar days after the end of each calendar quarter, you must submit to the
Senior Compliance Administrator a report of your transactions in Securities during that quarter, including the date of the transaction, the title, type, exchange ticker or CUSIP number (if applicable), the interest rate and maturity date (if
applicable), and the number of shares and principal amount of each Security in the transaction, the nature of the transaction (whether a purchase, sale, or other type of acquisition or disposition, including a gift), the price of the Security at
which the transaction was effected, and the name of the broker, dealer or bank with or through the transaction was effected. If you established an account with a broker, dealer or bank in which any Security was held during that quarter, (i) the
broker, dealer or bank must be a Designated Broker and (ii) you must state the name of the broker, dealer or bank and the date you established the account on your report. The report must state the date on which you submit it to the Senior
Compliance Administrator.
12
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Reminder:
Your reports also relate to members of your Immediate Family and the accounts referred to under section A, Applicability of the Policy, above. Please review the definition of
Securities in the Definitions section above.
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18
You do not have to submit a quarterly transaction report if (i) copies of all of your
transaction confirmations and account statements are provided to the Senior Compliance Administrator for that quarter (see paragraph 7, Confirmations of Transactions and Account Statements, below), or (ii) all of the information
required in such report is, on a current basis, already in the records of the Company (as, for example, in the case of transactions in EVC Securities through the EVC employee stock purchase plan or by the exercise of stock options).
7. Confirmations of Transactions and Account Statements
.
You must ensure that each broker, dealer or bank with which you
maintain an account send to the Senior Compliance Administrator, as soon as practicable, copies of all confirmations of your Securities transactions and of all monthly, quarterly and annual account statements. See section A.2., Applicability
of the Policy What Accounts are Covered, above.
This requirement does not apply to Securities transactions involving shares
of a Fund where EVD acts as your broker.
If you certify to the Compliance Assistance that the Senior Compliance Administrator has
received all of your confirmations and account statements by the date your quarterly transaction report is due, and if those confirmations and statements contain all of the information required in your quarterly transaction report, you do not have
to submit that report.
D. Rules Applicable to Access Persons Who Are Independent Fund Trustees
If you are an Access Persons who is an Independent Fund Trustee, you are subject to the following rules:
1.
Prohibited Transactions.
You are prohibited from purchasing or selling
any
security while you are in the possession of
material, non-public information concerning the Security or its issuer. Please read Appendix 2 to the Code of Ethics, Eaton Vance Funds Policies and Procedures in Prevention of Insider Trading.
2.
Reporting
. As an Independent Fund Trustee you are generally exempt from the reporting requirements applicable to Access
Persons (see section C.6.). However, if you knew or, in the ordinary course of fulfilling your official duties as a trustee, should have known that during the fifteen (15) day period immediately before or after your transaction in a Security,
the Fund purchased or sold the Security, or the Fund or its investment adviser considered purchasing or selling the Security, you must file a quarterly transaction report with the Fund Chief Compliance Officer within thirty (30) calendar days
after the end of such calendar quarter. The report must include the date of the transaction, the title, type, exchange ticker or CUSIP number (if applicable), the interest rate and maturity date (if applicable), and the number of shares and
principal amount of each Security in the transaction, the nature of the transaction (whether a purchase, sale, or other type of acquisition or disposition, including a gift), the price of the Security at which the transaction was effected, and the
name of the broker, dealer or bank with or through the transaction was effected. The report also must state the date on which you submit it to the Fund Chief Compliance Officer.
19
3.
Holding Period: Eaton Vance Closed-End Funds
.
Pursuant to federal
securities laws, trustees of closed-end Funds may not benefit from purchasing and selling, or selling and purchasing, shares of a closed-end Fund within six (6) months of each other. Trustees must file SEC Forms 4 regarding their transactions
in shares of the closed-end Funds. If you are in this category, the Fund Chief Compliance Officer (or his designee) will notify you and assist you in filing these Forms. Therefore, you should expect to hold the closed-end Fund shares you purchase
for at least six (6) months.
E. Rules Applicable to Reporting Persons
13
In addition to the Rules Applicable to All Employees and Rules Applicable to Access Persons in sections B and C above,
if you are a Reporting Person, you are required to submit a written notice to the Senior Compliance Administrator prior to establishing any new Securities account covered by the Policy or placing an order for the purchase or sale of any Security
with any broker, dealer or bank. The notice must identify the broker, dealer or bank (which must be a Designated Broker) on such account. Please refer to the Procedures for reporting procedures and forms.
F. Additional Rules Applicable to Investment Professionals and Certain Other Persons
14
If you are an Investment Professional, or a member of a portfolio management team in the case of section F.3 below, you may be subject to the
following rules, in addition to the Rules Applicable to Access Persons in section C above. Before engaging in any personal Securities transactions, please review those rules, which include pre-clearance and reporting requirements, as
well as restricted transactions.
The following rules relate to the requirement that transactions for Clients whose portfolios you manage,
or for whom you make recommendations, take precedence over your personal Securities transactions, and therefore Clients must be given the opportunity to trade before you do so for yourself. In addition, it is imperative to avoid conflicts, or the
appearance of conflicts, with Clients interests. While the following Securities transactions are subject to pre-clearance procedures, you are responsible for avoiding all prohibited transactions described below, and you may not rely upon the
pre- clearance procedures to prevent you from violating these rules.
1. Prohibited Transactions: All Investment
Professionals
.
You may not cause or recommend a Client to take action for your personal benefit. Thus, for example, you may not trade in or recommend a security for a Client in order to support or enhance the price of a security in
your personal account, or front run a Client.
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Reminder:
Your reports also relate to members of your Immediate Family and the accounts referred to under section A, Applicability of the Policy, above. Please review the definition of
Securities in the Definitions section above.
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14
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Reminder
:
When this Policy refers to you or your transactions, it includes your Immediate Family and accounts in which you or they have a direct or indirect Beneficial Interest. See
section A, Applicability of the Policy, above and check the definition of Securities and of other capitalized terms in the Definitions section above.
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2. Prohibited Transactions: EV UITs.
If you are an Investment Professional who is
responsible for identifying the securities that will comprise the investment portfolio for an EV UIT, you must promptly disclose to the Investment Compliance Officer if you have purchased any Security that is included in the Final Investment
Portfolio for that EV UIT within the seven (7) calendar days preceding the Dissemination Date of that Final Investment Portfolio. Depending upon the circumstances, there may be no impact on your prior purchase, or you may be required to sell
that Security before it is purchased for the EV UIT, or you may have to pay to the EV UITs account the difference between your and the EV UITs purchase price for the Security, if your price was lower.
3. Prohibited Transactions: Portfolio Managers, Members of Portfolio Management Teams, Investment Counselors, et al
.
For
each of the prohibited transactions listed below in this section F.3, you are deemed to manage and/or be part of the portfolio management team for each Client account (other than any EV UIT) for which (i) you are a named
portfolio manager or investment counselor or (ii) you have regular access to nonpublic information regarding the
actual
purchase or sale of Securities for the account prior to the placement of an order to purchase or sell such Securities
with the relevant trading personnel for execution. You are deemed to have such regular access to nonpublic information regarding the
actual
purchase or sale of Securities for a Client account if you have the authority to: (x) complete
trade tickets (or other documentation) required in order to place an order to purchase or sell Securities for the account with the relevant trading personnel for execution; (y) place such an order for the account with the relevant trading
personnel for execution; or (z) review such trade tickets (or other documentation) prior to submission to the relevant trading personnel for execution, in each case whether in hard copy or by electronic means.
15
a.
Personal Trades in Same Direction as Client
. If you are a portfolio manager,
an investment counselor or a member of a portfolio management team, you may not purchase any Security for your personal account until one (1) calendar day after you have purchased that Security for any Client account that you manage. You may
not sell any Security for your personal account until one (1) calendar day after you have sold that Security for any Client account that you manage.
b.
Personal Trades in Opposite Direction as Client: Seven-Day Blackout.
If you are a portfolio manager, an investment counselor or a
member of a portfolio management team, you may not sell any Security for your personal account until the eighth (8
th
) calendar day after you have purchased that Security for any Client account
that you manage. You may not purchase any Security for your personal account until the eighth (8
th
) calendar day after you have sold that Security for any Client account that you manage.
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The prohibited transactions in this section F.3 do
not
apply to: (1) persons with access to nonpublic information regarding only
potential
purchases or sales of Securities in Client accounts, such as
in connection with additions, deletions or rating changes of securities through the Analyst Select Portfolio, Counselors Focus Portfolio or on Code Red (see section C.4 for the prohibitions that relate to such persons and such situations); or
(2) persons in Eaton Vance Investment Counsel who have the type of authority identified in clause (x), (y) or (z) of this section F.3 solely to facilitate client service in the event of the absence from the office of the primary investment
counselor(s) or other Eaton Vance Investment Counsel employee with primary responsibility for the account.
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c.
Trading Before a Client.
(i) If you are a portfolio manager or an investment counselor, before you place an order to purchase a Security for a Client
account that you manage, you must disclose to the Investment Compliance Officer if you have purchased that Security for your personal account within the preceding seven (7) calendar days. Depending upon the circumstances, there may be no impact
on your prior purchase, or you may be required to sell that Security before it is purchased for the Client, or you may have to pay to the Clients account the difference between your and the Clients purchase price for the Security, if
your price was lower.
(ii) If you are a portfolio manager or an investment counselor, before you place an order to sell a
Security for a Client account that you manage, you must disclose to the Investment Compliance Officer if you have sold that Security for your personal account within the preceding seven (7) calendar days. Depending upon the circumstances, you
may or may not be required to pay to the Clients account the difference between your and the Clients sales price for the Security, if your price was higher.
(iii) As a member of a portfolio management team, if you enter into a Security transaction for your personal account of a type
described in section F.3.c(i) or (ii) you must disclose such transactions to the Investment Compliance Officer (to the extent you have actual knowledge of the transaction for the Client account). Depending upon the circumstances, you may or may
not be subject to the relevant requirements described in such sections.
d.
General Prohibition.
Because your responsibility is to
put your Clients interests ahead of your own, if you are a portfolio manager, an investment counselor or a member of a portfolio management team you may not delay taking appropriate action for a Client account that you manage in order to avoid
potential adverse consequences in your personal account.
4. Prohibited Transactions: Investment Analysts
.
If you are
an investment analyst, before you purchase or sell a Security, Clients must be afforded the opportunity to act upon your recommendations regarding such Security. You may not purchase or sell any Security for which you have coverage responsibility
unless either (i) you have first broadly communicated throughout the relevant investment group your research conclusion regarding that Security (through an Analyst Select Portfolio recommendation or Security rating, including ratings
communicated through Code Red or other research system) and afforded suitable Clients sufficient time to act upon your recommendation (as set forth in 4(a) and 4(b) below), or (ii) you have first determined, with the prior concurrence of the
Investment Compliance Officer, that investment in that Security is not suitable for any Client. If your research conclusions are not communicated through an Analyst Select Portfolio recommendation or Security rating, before you purchase or sell a
Security for which you have coverage responsibility, you must first obtain the approval of the Investment Compliance Officer.
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a.
Personal Trades Consistent with New or Changed Recommendations or
Ratings
. If
you are an investment analyst, you may not purchase or sell any Security for which you have coverage responsibility until the third (3rd) business day after you have broadly communicated a new or changed recommendation or rating for such Security to
the Investment Professionals in the relevant department, and then only if your transaction is consistent with your recommendation or rating.
b.
Personal Trades Inconsistent with New or Changed Recommendations or
Ratings
. If you are an investment analyst, you may not
purchase or sell any Security for which you have coverage responsibility until the tenth (10th ) calendar day after you have broadly communicated your new or changed recommendation or rating for such Security to the Investment Professionals in the
relevant department, if your transaction is inconsistent with your recommendation or rating. You must pre-clear any such transaction and disclose to the Investment Compliance Officer the reasons you desire to make a trade inconsistent with your
recommendation or rating.
c.
Trading before Communicating a Recommendation or Rating.
If you are an investment analyst who is in
the process of making a new or changed recommendation or rating for a Security for which you have coverage responsibility, but you have not yet broadly communicated your research conclusions and recommendations or ratings for such Security to the
Investment Professionals in the relevant department, you are prohibited from trading in that Security.
5
. Required Disclosures:
Investment Analysts
.
If you are an investment analyst, before you make a recommendation that a Security be purchased, sold or held by a Client, you must disclose to the Investment Compliance Officer and to any Investment Professionals
to whom you make the recommendation any direct or indirect Beneficial Interest you may have in that Security.
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GENERAL PROVISIONS
1. Maintenance of List of Access Persons and Investment Professionals: Notification
. The Senior Compliance Administrator shall maintain
a list of all Access Persons and Investment Professionals, shall notify each of his or her status, and shall ensure that each has received a copy of the Code of Ethics.
2. Review of Securities Reports
. The Chief Compliance Officer shall ensure that all Initial and Annual Reports of Securities Holdings
and Quarterly Transaction Reports, together with all Securities Transaction Confirmations and Account Statements received by the Senior Compliance Administrator, will be reviewed in accordance with the attached Procedures.
3. Certifications by Employees
. Each employee of an Eaton Vance Entity must certify at the time of hire and annually thereafter (within
the timeframes established from time to time by the legal department) that he or she has read and understood the Code of Ethics and has complied and will comply with its provisions. In addition upon any revision to this Code of Ethics, each employee
of an Eaton Vance Entity must certify that he or she has read the Code, as revised, and understands and will comply with its provisions.
4. Fund Board Approval
. The Board of Trustees of each Fund, including a majority of the Independent Fund Trustees, has approved this
Code of Ethics and must approve any material change hereto within six months after such change is adopted. EVD has approved the Code of Ethics on behalf of the EV UITs and must approve any material change hereto within six months after such change
is adopted.
5. Annual Report to Fund Board
. At least annually (i) each of EVM, BMR and EVD shall submit to the Board of
Trustees of each Fund and (ii) EVM shall submit to each Sub-advised Fund for consideration a written report that (a) describes any issues arising under the Code of Ethics or the Procedures since the last report the Board, including
information about material violations of the Code of Ethics or the Procedures and the sanctions imposed in response to material violations, and (b) certifies that each such Company has adopted procedures reasonably necessary to prevent Access
Persons from violating the Code of Ethics.
6. Recordkeeping Requirements
. On behalf of each Company, EVC shall maintain the
following records at its principal place of business in an easily accessible place and make these records available to the Securities and Exchange Commission (SEC) or any representative of the SEC at any time and from time to time for
reasonable periodic, special or other examination:
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(1)
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copies of the Code of Ethics currently in effect and in effect at any time within the past five (5) fiscal years;
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(2)
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a record of any violation of the Code of Ethics and of any action taken as a result of the violation, to be maintained for at least five (5) years after the end of the fiscal year in which the violation occurred;
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(3)
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copies of each report referred to in sections C or D of the Policy on Personal Securities Transactions (Policy), Part II above, to be maintained for at least five (5) years after the end of the fiscal
year in which the report is made or information provided (notwithstanding the foregoing, any confirmation relating to a Securities transaction subsequently reported in a monthly, quarterly or annual account statement may be disposed of following the
receipt of such account statement);
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24
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(4)
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a record of any approval to acquire a Security in an Initial Public Offering, with the reasons supporting the approval, for at least 5 years after the end of the fiscal year in which the approval is granted;
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(5)
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a record of any approval to acquire a Security in a Limited Offering, with the reasons supporting the approval, for at least 5 years after the end of the fiscal year in which the approval is granted;
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(6)
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a record of all persons, currently or within the past five (5) fiscal years, who are or were required to make reports referred to in section D of the Policy and who are or were responsible for reviewing such
reports;
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(7)
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copies of each certification referred to in paragraph 3 of these General Provisions made by a person who currently is, or in the past five (5) years was, subject to this Code of Ethics, to be maintained for at
least five (5) years after the fiscal year in which the certification made; and
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(8)
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a copy of each Annual Report to a Fund Board referred to in paragraph 5 of these General Provisions, to be maintained for at least five (5) years after the end of the fiscal year in which it was made.
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7. Confidentiality
. All reports and other documents and information supplied by any employee of a Company or Access
Person in accordance with the requirements of this Code of Ethics shall be treated as confidential, but are subject to review as provided herein and in the Procedures, by senior management of EVC, by representatives of the SEC, or otherwise as
required by law, regulation, or court order.
8. Interpretations
. If you have any questions regarding the meaning or interpretation
of the provisions of this Code of Ethics, please consult with the Compliance Attorney.
9. Violations and Sanctions
. Any employee of
a Company who violates any provision of this Code of Ethics shall be subject to sanction, including but not limited to censure, a ban on personal Securities trading, disgorgement of any profit or taking of any loss, fines, and suspension or
termination of employment. Each sanction shall be recommended by the Compliance Officer in consultation with the Chief Compliance Officer and approved by the Chief Legal Officer or Management Committee of EVC. In the event the Chief Compliance
Officer violates any provisions of this Code of Ethics, the Chief Legal Officer shall recommend the sanction to be imposed for approval by the Management Committee of EVC.
If the Chief Compliance Officer believes that any Fund trustee who is not an employee of a Company has violated any provision of the Policy,
he or she shall so advise the trustees of the Fund, providing full particulars. The Fund trustees, in consultation with counsel to the Fund and/or counsel to the Independent Fund Trustees, shall determine whether a material violation has occurred
and may impose such sanctions as they deem appropriate.
In adopting and approving this Code of Ethics, the Company and the Fund Boards of
Trustees do not intend that a violation of this Code of Ethics necessarily is or should be considered to be a violation of Rule 17j-1 under the Investment Company Act or Rule 204A-1 of the Investment Advisers Act.
25
Code of Ethics for JPMAM
Effective Date: 02/01/2005 | Last Revision Date: July 8th, 2016
Last Review Date: 07/08/2016
TABLE OF CONTENTS
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1. Summary
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3
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2. Amendments to Previous Version Distributed June 29, 2015
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4
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3. Scope
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4
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4. Reporting Requirements
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5
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4.1. Holdings Reports
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5
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4.2. Transaction Reports
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5
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4.3 Exceptions from Transaction Reporting Requirements
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6
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5. Personal Trading Policies and Procedures
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6
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5.1 Approved Broker Requirement
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6
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5.2 Blackout Provisions
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7
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5.3 Minimum Investment Holding Period and Market Timing Prohibition
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7
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5.4 Trade Reversals and Disciplinary Action
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7
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6. Books and Records to be Maintained by Investment Advisers
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8
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7. Privacy
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8
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8. Anti-Corruption
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8
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9. Conflicts of Interest
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9
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9.1 Trading in Securities of Clients
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9
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9.2 Trading in Securities of Suppliers
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9
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9.3
Pre-clearance
Procedures for Value-Added
Investors
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9
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9.4 Gifts & Entertainment
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9
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9.5 Political Contributions and Activities
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11
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9.6 Charitable Contributions
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11
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9.7 Outside Business Activities
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11
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10. Training
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12
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11. Escalation Guidelines
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12
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11.1 Violation Prior to Material Violation
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12
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11.2 Material Violations
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12
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12. Defined Terms
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13-15
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2
This Code of Ethics for JPMAM (the Code) has been adopted by the
registered investment advisers of JPMAM in accordance with Rule
204A-1
under the Investment Advisers Act of 1940 (the Advisers Act). Rule
204A-1
requires an
investment adviser registered under section 203 of the Advisers Act to establish, maintain and enforce a written Code of Ethics.
This Code
establishes our standards for ethical conduct which are premised on fundamental principles of openness, integrity, honesty and trust. JPMAM hereby adopts the message from Jamie Dimon that was included in the JPMC Code of Conduct because it embodies
JPMAMs ethical standards:
At JPMorgan Chase, preserving our strong culture is a top priority. We must continue to embed the
values of integrity, fairness and accountability in all that we do. Doing the right thing forms the foundation for how we do business, and our Code of Conduct represents our shared commitment to operate with the highest level of ethical conduct.
Every employee at JPMorgan Chase has a responsibility to follow the letter and spirit of the Code and its related policies. We will not
compromise on our integrity, nor will we tolerate unethical behavior. Our business was built on doing the right thing, and we all must be accountable, straightforward and honest in everything we do.
I rely on each of you to fully understand and comply with our Code. If you see something wrong, or are not sure if something is right,
report it. Be accountable for your actions. Ultimately, we rely on your personal integrity to protect and enhance the reputation of JPMorgan Chase.
Above all, never underestimate the importance of your own conduct. Our success starts with each of the 230,000+ employees who help make this
firm what it is today.
Additionally, it is the duty of all
Supervised Persons
to act in the best interests of their
clients, place the interests of JPMAM
Clients
before their own personal interests at all times and to avoid any actual or potential conflicts of interest. Supervised Persons are the officers, directors (or other persons occupying a similar
status or performing similar functions) or employees of JPMAM (including those authorized to act in an official capacity on behalf of JPMAM entities, sometimes referred to as dual hatted employees or any other person who provides investment advice
on JPMAMs behalf and is subject to JPMAMs supervision or control.
Supervised Persons
must comply with applicable
Federal Securities Laws
and promptly report any known or suspected violations of the Code promptly to the Code of Conduct Reporting Hotline, the Compliance Department, which shall report any such violation promptly to the Chief Compliance
Officer (CCO), or through the various reporting channels as provided in the
How To Report A Violation
page of the
Code of Conduct intranet site
. Your reporting obligations do not prevent you from reporting to the government
or regulators conduct that you believe to be in violation of law and it does not require you notifying JPMAM prior to reporting to the government or regulators. JPMAM strictly prohibits intimidation or retaliation against anyone who makes a good
faith report about a known or suspected violation of the Code, or any law or regulation.
Compliance with the Code, and other applicable
policies and procedures, is a condition of employment. The rules, procedures, reporting and recordkeeping requirements set forth in the Code are hereby adopted and certified as reasonably necessary to prevent Supervised Persons from violating the
provisions of the Code and applicable Federal Securities Rules.
The Compliance Department provides a link to this Code and any amendments
to all
Supervised Person
s in their Access Persons Report and requires their attestation of compliance with this Code at least annually. These records are maintained by the Compliance Department as part of its Books and Records as required by
the Advisers Act.
3
Annually, the CCO of each registered investment adviser must review the adequacy of the Code and
the policies and procedures herein referenced.
2.
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Amendments to Previous Version Distributed June 29, 2015
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Updated Summary to address ethical standards of conduct
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This update includes revisions made in the JPMC Code of Conduct aimed at protecting employees who report suspected unethical conduct and violations of laws and regulations related to the firms business
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Replaced the Personal Trading Policy with the Personal Account Dealing Global Investment Management Policy
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Updated Section 4.2 to provide for exceptions from providing transaction reports for accounts maintained at Approved Brokers.
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Updated Holding Reports Section 5.1b2 to reflect that Compliance may not require Annual Statement of Holdings for account held at Approved Brokers who provide Holding Reports to Compliance
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Replaced the JPM Investment Management Americas Gift and Entertainment Policy with GIM Gifts & Entertainment Supplement to the Code of Conduct
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Replaced the JPMAM Gift, Entertainment and Political Contributions Database with Reliances Gifts and Entertainment Module
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Section 8 amended to include the Foreign Corrupt Practices Act and the UK Bribery Act and remove references from JPMCs Global AML and Anti-Corruption Policies
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9.6 Charitable Contributions updated the appropriate governing policies: the Asset Management Expense Procedure (AM Expense Policy) and the, GIM Gifts & Entertainment Supplement to the Code of
Conduct (GIM G&E Policy)
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Definitions: Deleted Personal Trading Policy
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This Code applies to all Supervised Persons of JPMAM.
In the event that a difference exists between any of the standards identified in JPMC Code of Conduct and the JPMAM Code of Ethics, the more
restrictive provision shall apply.
JPMAM hereby designates the staff of its Compliance Department to act as designees for the respective
CCO of the JPMAM registered investment advisers in administering this Code. Any questions regarding the Code or its application should be directed to the Compliance Department via email at
JPMAM.Compliance.Mailbox@jpmorgan.com
.
4
4.
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Reporting Requirements
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Access Persons
must submit holdings reports to the Compliance
Department documenting current securities holdings:
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a)
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Content of Holdings Reports
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Each holdings report must contain, at a minimum:
The name of any broker, dealer or bank with which the
Access Person
maintains an
Associated Account
in which any
Reportable Securities
are held for the
Access Persons
direct or indirect benefit, as well as all pertinent
Associated Account
details (e.g., account title, account
number, etc.).
The title and type of security, and as applicable the exchange ticker
symbol or CUSIP number, number of shares, and principal amount of each
Reportable Security
in which the
Access Person
has any direct or indirect beneficial ownership.
The date the Access Person submits the report to the Compliance Department.
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b)
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Submission of Holdings Reports
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Access Persons
must submit both an Initial and
Annual holdings report:
Must be submitted no later than 10 days after the person becomes an
Access
Person
and the information must be current as of a date no more than 45 days prior to the date the person becomes an
Access Person
.
Must be submitted at least once each
12-month
period thereafter on January 30, and the information must be current as of a date no more than 45 days prior to the date the report was submitted, unless notified by Compliance that this is no
longer required due to electronic position reporting received from Approved Brokers.
Access Persons
must submit to the Compliance Department
securities transactions reports on a quarterly basis, in the form designated by the Compliance Department. Securities transaction reports must meet the following requirements:
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a)
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Content of Transaction Reports
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Each transaction report must contain, at a minimum, the
following information about each transaction involving a
Reportable Security
in which the
Access Person
had, or as a result of the transaction acquired, any direct or indirect beneficial ownership:
5
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1)
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The date of the transaction, the title, and as applicable the exchange ticker symbol or CUSIP number, interest rate and maturity date, number of shares, and principal amount of each
Reportable
Security
involved;
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2)
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The nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition);
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3)
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The price of the security at which the transaction was effected;
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4)
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The name of the broker, dealer or bank with or through which the transaction was effected; and
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5)
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The date the Access Person submits the report to the Compliance Department.
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b)
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Timing of Transaction Reports
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Each
Access Person
must submit a
transaction report no later than 30 days after the end of each calendar quarter, which report must cover, at a minimum, all transactions during the quarter.
Transaction Reports are not required for accounts maintained at Approved or Preferred Brokers.
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4.3
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Exceptions from Transaction Reporting Requirements
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An
Access
Person
need not submit:
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a)
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Any report with respect to securities held in accounts over which the
Access Person
had no direct or indirect influence or control;
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b)
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A transaction report with respect to transactions effected pursuant to an
Automatic Investment Plan
;
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c)
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Transaction Reports are not required for accounts maintained at Approved or Preferred Brokers.
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d)
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Any report with respect to transactions in
Reportable Funds
.
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5.
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Personal Trading Policies and Procedures
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Supervised Persons
must obtain approval
from the Compliance Department before directly or indirectly acquiring
Beneficial Ownership
in any
Reportable Security
, including initial public offerings and limited offerings. Given the potential access to
Proprietary
and
Client
information that
Supervised Persons
may have, JPMAM and its
Supervised Persons
must avoid even the appearance of impropriety with respect to personal trading, which must be oriented toward investment rather than
short-term or speculative trading. The Personal Account DealingGlobal Investment Management Policy(GIM PAD Policy) is designed to help prevent and detect violations of securities laws and industry conduct standards and to minimize
actual or perceived conflicts of interest that could arise due to personal investing activities.
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5.1
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Approved Broker Requirement
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Any
Associated Account
, except as otherwise
indicated in the Personal Account DealingGlobal Investment Management must be maintained with an Approved Broker, as provided under the JPMC Code of Conduct and the GIM PAD Policy Approved Designated Brokers in North America:
Chase Investments Inc.
6
Charles Schwab
Edward Jones
E*Trade Financial
Fidelity Brokerage Services
Goldman Sachs
J.P. Morgan
Private Bank (PB)
J.P. Morgan Securities
Merrill Lynch
Morgan
Stanley/Smith Barney
Raymond James
Royal Bank of Canada
TD
Ameritrade
Vanguard
Wells
Fargo
The personal trading and investment activities of
Supervised
Persons
are subject to particular scrutiny due to the fiduciary nature of the business. Specifically, JPMAM must avoid even the appearance that its
Supervised Persons
conduct personal transactions in a manner that conflicts with the
firms investment activities on behalf of
Clients.
Accordingly, certain Supervised Persons are restricted from conducting personal investment transactions during certain periods (called Blackout Periods), and may be
instructed to reverse previously completed personal investment transactions. Additionally, the Compliance Department may restrict the personal trading activity of any
Supervised Person
if it is determined that such activity has the appearance
of a possible conflict of interest.
The Blackout Periods set forth in the GIM PAD Policy reflects varying levels of restriction
appropriate for different categories of
Supervised Persons
based upon their level of access to
non-public
Client
or
Proprietary
information.
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5.3
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Minimum Investment Holding Period and Market Timing Prohibition
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As set forth under the
GIM PAD Policy,
Supervised Persons
are subject to a minimum holding period for all transactions in
Reportable Securities
and
Reportable Funds
.
Supervised Persons
are not permitted to conduct transactions for the purpose of market timing in any
Reportable Security
or
Reportable Fund
. Market timing is defined as an investment strategy using frequent purchases, redemptions, and/or exchanges in an attempt to profit from short-term market movements.
Please see the GIM PAD Policy for further details on transactions covered or exempted from the minimum investment holding period.
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5.4
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Trade Reversals and Disciplinary Action
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Transactions by
Supervised Persons
are
subject to reversal due to a conflict (or appearance of a conflict) with the firms fiduciary responsibility or a violation of the Code or the GIM PAD Policy. Such a reversal may be required even for a
pre-cleared
transaction that results in an inadvertent conflict or a breach of blackout period requirements under the Personal Account DealingGlobal Investment Management.
7
Disciplinary actions resulting from a violation of the Code will be administered in accordance
with related JPMAM guidelines governing disciplinary action and escalation. All violations and disciplinary actions will be reported promptly by the Compliance Department to the employees group head and senior management. Violations will be
reported quarterly to affected Funds Board of Directors.
Violations by
Supervised Persons
of the Code, the JPMC Code of
Conduct or any laws or regulations that relate to JPMAMs operation of its business or any failure to cooperate with an internal investigation may result in disciplinary action up to and including immediate dismissal including termination of
regulatory registration where applicable.
6.
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Books and Records to be maintained by Investment Advisers
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The Compliance Department is
responsible for maintaining books and records, including:
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a)
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A copy of this Code and any other code of ethics adopted by JPMAM pursuant to Rule
204A-1
that is in effect or has been in effect at any time within the past five years;
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b)
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A record of any violation of the Code, and any action taken as a result of that violation;
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c)
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A record of all written acknowledgments for each person who is currently, or within the past five years was, a
Supervised Person
of JPMAM;
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d)
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A record of each report made by
Access Persons
required under the
Reporting Requirements;
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e)
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A record of the names of persons who are currently, or within the past five years were,
Access Persons
;
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f)
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A record of any decision, and the reasons supporting the decision, to approve the acquisition or sale of securities by
Supervised Persons
under section 6.
Pre-approval
records of certain investments will be maintained for at least five years after the end of the fiscal year in which the approval is granted; and
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g)
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Any other such record as may be required under the Code or the GIM PAD Policy.
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Supervised Persons
have a responsibility to protect the confidentiality
of information related to
Clients
. This responsibility may be imposed by law, may arise out of agreements with
Clients
, or may be based on policies or practices adopted by the firm. Certain jurisdictions have regulations relating
specifically to the privacy of individuals and/or business and institutional customers. Various business units and geographic areas within JPMC have internal policies regarding customer privacy.
The restriction on disclosing confidential information is not intended to prevent Supervised Persons from reporting to the government or a
regulator any conduct Supervised Persons believe to be in violation of the law, or from responding truthfully to questions or requests from the government, a regulator or in a court of law.
It is the policy of JPMC to comply with the anti-corruption laws that
apply to the firms Operations (and investments where the firm is deemed to have control), which includes the United States Foreign Corrupt Practices Act (FCPA), the United Kingdom Bribery Act of 2010
8
(UKBA), as well as anti-corruption laws and regulations of other countries in which the firm conducts business. We must never compromise our reputation by engaging in, or appearing to engage in,
bribery or any form of corruption. Bribery and corruption are crimes with potentially severe penalties to JPMC and its employees and directors. The firm has zero tolerance for such activity. Please see reporting and preclearance requirements for
gifts and entertainment to Non US Government Officials in the, GIM Gifts & Entertainment Supplement to the Code of Conduct (GIM G& E Policy).
With regard to each of the following restrictions, more detailed
guidelines may be found under the applicable JPMAM policy and/or the JPMC Code of Conduct.
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9.1
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Trading in Securities of Clients
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Supervised Persons
shall not transact in any
securities of a Client with which the
Supervised Person
has or recently had significant dealings or responsibility on behalf of JPMAM if such investment could be perceived as effected based on confidential information, including material
non-public
information.
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9.2
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Trading in Securities of Suppliers
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Supervised Persons
in possession of
information regarding, or directly involved in negotiating, a contract material to a supplier of JPMAM may not invest in the securities of such supplier. If you own the securities of a company with which we are dealing and you are asked to represent
JPMorgan Chase in such dealings you must:
|
a)
|
Disclose this fact to your department head and the Compliance Department; and
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b)
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Obtain prior approval from the Compliance Department before selling such securities.
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9.3
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Pre-clearance
Procedures for Value-Added Investors
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Prior to any telephone calls, video, and
in-person
meetings between a Portfolio Manager, or employee
arranging the meeting, and a
Value-Added Investor
who is meeting to discuss his/her personal investment (or prospective investment) in the JPMAM Private Investment Fund managed by the Portfolio Manager, the Portfolio Manager must obtain
pre-clearance
from Compliance. In order to obtain
pre-clearance
approval, the following information must be provided to Compliance prior to the meeting:
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a)
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Date and place of meeting;
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b)
|
Name of
Value-Added Investor
, their employer, and job title;
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c)
|
Name of private fund the
Value-Added Investor
is invested in (or may invest in);
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d)
|
Names of all J.P. Morgan employees in attendance at the meeting and job titles;
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e)
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Purpose of the meeting.
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Compliance will review the
pre-clearance
request and respond via email and will ensure that appropriate controls are instituted.
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9.4
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Gifts & Entertainment
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Supervised Persons must avoid circumstances that may
cause, or create the appearance of, a conflict of interest between JPMAM and its clients or other business/commercial contacts. Supervised Persons may not give or receive anything of value, directly or
9
indirectly, to influence improper action or obtain an improper advantage. Furthermore, the giving and receiving of gifts, including entertainment and hospitality, to or from persons who do or
seek to do business with JPMAM have the potential to create actual conflicts or the appearance of conflicts, and may negatively impact JPMAM.
Gifts and entertainment can take many forms, including but not limited to: goods or services for which employees are not required to pay the
retail or usual and customary cost; meals or refreshments; tickets to entertainment or sporting events; the use of a residence, vacation home or other accommodation; travel expenses; or charitable contributions or organization sponsorships. In
addition to gifts and entertainment, JPMAM Supervised Persons may not make, direct or solicit any other person to make, any political contribution or provide anything else of value to anyone for the purpose of influencing or inducing the awarding or
retention of investment advisory services business.
Gifts
Supervised Persons are generally prohibited from giving or receiving gifts of any kind to or from any customer, supplier or other party doing
business or seeking to do business with us. Limited exceptions allow Supervised Persons to accept (i) unsolicited items valued at $100 or less on infrequent occasions where gifts are customary, such as a major holiday or significant life event;
(ii) advertising or promotional materials affixed with a company logo having a nominal retail value; or (iii) gifts of perishable food or beverages that are not easily returned. Excessive or
non-conforming
gifts must be returned or else approved in writing by a Global Investment Management Operating Committee (GIMOC) member and the Compliance Code Specialist. Gifts of cash or cash
equivalents are strictly prohibited.
Similarly, Supervised Persons are prohibited from giving gifts or entertainment intended to
influence others business decisions. Tangible gifts aggregating $100 or less per year may be given only to clients and only on customary occasions.
Supervised Persons
are required to log all gifts subject to reporting into Reliances Gift and Entertainment Module for approval.
Violations of the Policy are subject to the Escalation Guidelines.
Entertainment
Entertainment includes business-related activities at which a host and guest are both present (e.g., meals, refreshments, golf games,
sporting events, or other leisure and entertainment). Entertainment is considered a prohibited gift unless both the employee and business contact are present and the employees participation is related to his or her position and duties within
JPMAM. Spouses, family members and personal acquaintances should not participate in entertainment activities unless such participation is customary under the circumstances.
Supervised Persons may act as a host for business entertainment to clients and prospects that are business related, is not prohibited by law,
and whose cost is reasonable and customary. Frequent and/or lavish business entertainment is prohibited.
Supervised Persons are limited
to accepting $250 in meals and entertainment from a client or counterparty per calendar year, with limited exceptions. Once the $250 limit is reached, employees are required to pay for their own expenses. In addition, Supervised Persons
are prohibited from accepting invitations to ticketed events; limited exceptions may be granted with
pre-approval
from senior management and Compliance.
10
All gifts and entertainment provided to U.S. Government Officials must be
pre-cleared
by Compliance to ensure that they comply with jurisdictional restrictions.
Supervised
Persons
are required to log all entertainment subject to reporting into Reliances Gift and Entertainment Module for approval. Violations of the Policy are subject to the Escalation Guidelines.
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9.5
|
Political Contributions and Activities
|
In accordance with Advisers Act Rule
206(4)-5,
Supervised Persons
are prohibited from making political contributions for the purpose of obtaining or retaining advisory contracts with government entities.
To ensure compliance with this federal
pay-to-play
rule and
various state and local laws, JPMAM Supervised Persons must receive
pre-clearance
before they or any members of their household make or solicit political contributions or engage in political activities in
connection with any election in the United States or the Republic of Colombia. Contributions to JPMC Political Action Committees are excluded from
pre-clearance
and reporting requirements. New hires must also
disclose their history of making and soliciting political contributions.
An employee cannot be reimbursed or otherwise compensated by JPMC
for any political contribution. JPMC policies prohibit contributions of corporate funds to candidates, political party committees and political action committees. Supervised Persons are strictly prohibited from using JPMC resources to conduct
personal political activities.
Violations of these requirements are subject to the Escalation Guidelines.
|
9.6
|
Charitable Contributions
|
Charitable contributions made on behalf of JPMC must adhere to
the requirements of the AM Expense Policy and the GIM G & E Policy.
|
9.7
|
Outside Business Activities
|
A
Supervised Persons
outside activities must
not reflect adversely on the firm or give rise to a real or apparent conflict of interest with the
Supervised Persons
duties to the firm or its
Clients
.
Supervised Persons
must be aware of potential conflicts of interest
and be aware that they may be asked to discontinue any outside activity if a potential conflict arises.
Supervised Persons
may not, directly or indirectly:
|
a)
|
Accept a business opportunity from someone doing business or seeking to do business with JPMAM that is made available to the
Supervised Person
because of the individuals position with the firm.
|
|
b)
|
Take for oneself a business opportunity belonging to the firm.
|
|
c)
|
Engage in a business opportunity that competes with any of the firms businesses.
|
More
specific guidelines are set forth under the JPMC Code of Conduct.
Procedures for
pre-clearance
of Outside Activities and Second Jobs
are available on the JPMC
Code of Conduct intranet site
.
Outside Business Activities must be attested to annually as part of the JPMC Code of Conduct affirmation.
11
If any material change in relevant circumstances occurs,
Supervised Persons
must seek
clearance for a previously approved activity. A material change may arise from a change in your job or association with JPMAM or in your role with respect to that activity or organization. JPMAM employees are required to be continually alert to any
real or apparent conflicts of interest with respect to investment management activities and promptly disclose any such conflicts to Compliance. Employees must also notify Compliance when any approved outside activity terminates.
Regardless of whether an activity is specifically addressed under JPMAM policies or the JPMC Code of Conduct,
Supervised Persons
should
disclose any personal interest that might present a conflict of interest or harm the reputation of the firm.
All employees of the firm are required to take several mandatory training
courses given each year by Compliance (e.g., Code of Conduct).
11.
|
Escalation Guidelines
|
Escalation Guidelines are applicable to all Supervised Persons of
JPMAM and are maintained by Compliance. The Escalation Guidelines document is an internal Compliance document and is used to notify Group Heads, Managers and/or Human Resources (HR) of Supervised Persons violations of Compliance Policies along
with the assigned severity of the applicable violations.
|
11.1
|
Violation Prior to Material Violation
|
While the Group Head is notified of all
violations, he/she is required to have a meeting with the employee when the Supervised Persons next violation would be considered material, in order to stress the importance of the requirement and inform the employee about the ramifications
for not following the policy. The employee is also required to acknowledge, in writing, (form to be provided by Compliance) that he/she is aware of the ramifications for noncompliance and he/she will be compliant going forward. The written
acknowledgement is signed by both the employee and Group Head, and returned to Compliance for record keeping.
All material violations require the Group Head (MD level) and HR to
have a meeting with the employee and to document the meeting specifics in the employees personnel file. The employee will be required to acknowledge in writing the material nature of the violation and that he/she will be compliant going
forward. The written acknowledgement, signed by the employee, Group Head and HR, will be returned to Compliance for record keeping.
There will be a mandated suspension of personal trading privileges for six months for all material violations of the
GIM PAD Policy
or Access Persons reporting requirement. Compliance and the Group Head may allow transactions for hardship reasons, but require documentation for
pre-clearance.
An employees receipt of a material violation is considered when determining the employees annual compensation and
promotion.
12
|
|
|
Access Persons
|
|
Access Persons
of IM include:
(1) Employees of any legal entities that fall under the JPMIM business in the Americas, excluding J.P. Morgan Retirement Plan Services LLC and
non-JPMIM
persons of J.P. Morgan Institutional Investments Inc.
(2) Certain persons of other affiliated entities that have access to
Proprietary
information of IM and are located on floors utilized by IM persons at
270 Park Ave and persons that have been designated by Compliance as having access to IM
Proprietary
information
(3) Portfolio managers at J.P. Morgan Private Bank and Private Client Services and registered representatives at J.P. Morgan Private Client Services who hold
65 or 66 licenses
(4) All persons of entities affiliated with JPMIM that have been
authorized by the Office of the Corporate Secretary to act in an official capacity on behalf of a legal entity within JPMIM, sometimes referred to as dual-hatted employees
(5) Certain consultants, agents, and temporary workers who are involved in the investment
management process or have access to
Proprietary
information regarding Client recommendations or transactions on a
pre-trade
or
same-day
basis
|
|
|
Associated Account
|
|
Is an account in the name of or for the direct or indirect benefit of a Supervised Person or a Supervised Persons spouse, domestic partner, minor children and any other person for whom the Supervised Person provides
significant financial support, as well as to any other account over which the Supervised Person or any of these other persons exercise investment discretion, regardless of beneficial interest. Excluded from Associated Accounts are any 401(k) and
deferred compensation plan accounts for which the Supervised Person has no investment discretion.
|
|
|
Automatic Investment Plan
|
|
Is a program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation. An automatic investment plan includes a dividend
reinvestment plan.
|
|
|
Beneficial ownership
|
|
Is interpreted to mean any interest held directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, or any pecuniary interest in equity securities held or shared directly or indirectly,
subject to the terms and conditions set forth under Rule
16a-1(a)(2)
of the Securities Exchange Act of 1934. A Supervised Person who has questions regarding the definition of this term should consult the
Compliance Department. Please note: Any report required under
section 5. Reporting Requirements
may contain a statement that the report will not be construed as an admission that the person making the report has any direct or indirect
beneficial ownership in the security to which the report relates.
|
|
|
Client
|
|
Is any entity (e.g. person, corporation or Fund) for which JPMAM provides a service or has a fiduciary responsibility.
|
|
|
Federal Securities Laws
|
|
Are the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, the Investment Company Act of 1940 (1940 Act), the Advisers Act, Title V of the Gramm-Leach-Bliley Act (1999), any
rules adopted by the Securities and Exchange Commission (SEC) under any of these statutes, the Bank Secrecy Act as it applies to funds and investment advisers, and any rules adopted there under by the SEC or the Department of the
Treasury.
|
|
|
Fund
|
|
Is an investment company registered under the 1940 Act.
|
|
|
Initial Public Offering
|
|
Is an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act
of 1934.
|
13
|
|
|
|
|
JPMAM
|
|
Is the abbreviation for JPMorgan Asset Management, a marketing name for the Investment Management subsidiaries of JPMorgan Chase &
Co. Within the context of this document, JPMAM refers to the following U.S. registered investment advisers of JPMorgan Asset Management:
J.P. Morgan Alternative Asset Management, Inc.
JPMorgan Asset
Management (UK) Ltd.
J.P. Morgan Investment Management Inc.
Security Capital
Research & Management Inc.
Bear Stearns Asset Management Inc.
JF International
Management, Inc.
|
|
|
Limited Offering
|
|
Is an offering that is exempt from registration under the Securities Act of 1933 pursuant to section 4(2) or section 4(6) or pursuant to Rules 504, 505 or 506 there under.
|
|
|
Proprietary
|
|
Within the context of the Policy is:
(1) any research conducted by IM or its affiliates
(2) any
non-public
information pertaining to IM or its affiliates
(3) all JPM managed and
sub-advised
mutual
funds
|
|
|
Reportable Fund
|
|
Is any JPMorgan Proprietary Fund, including
sub-advised
funds
|
|
|
Reportable Security
|
|
Is a security as defined under section 202(a)(18) of the Advisers Act held for the direct or indirect benefit of an Access Person, including
any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription,
transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a
certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign
currency, or, in general, any interest or instrument commonly known as a security, or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guaranty of, or warrant or right to subscribe to or
purchase any of the foregoing. Excluded from this definition are:
1) Direct obligations of the Government of the United States;
2) Bankers acceptances, bank certificates of deposit, commercial paper and
high quality short-term debt instruments, including repurchase agreements;
3) Shares issued by money market funds; and
4) Shares
issued by
open-end
funds other than reportable funds
|
|
|
Supervised Persons
|
|
1) Any partner, officer, director (or other person occupying a
similar status or performing similar functions) and employees of JPMAM;
2) All employees of entities affiliated with JPMAM that have been authorized by the
Office of the Corporate Secretary to act in an official capacity on behalf of a legal entity within JPMAM, sometimes referred to as dual hatted employees;
3) Certain consultants, as well as any other persons who provide advice on behalf
of JPMAM and are subject to JPMAMs supervision and control; and
4) All Access
Persons
|
14
|
|
|
|
|
ValueAdded Investor
|
|
Is an executive level officer (i.e., president, Chief Executive Officer, Chief Financial Officer, Chief Operating Officer or Partner) or director of a company, who, due to the nature of his/her position, may obtain material,
non-public
information.
|
15
Jacobs Levy Equity Management, Inc.
Code of Ethics
INTRODUCTION
I.
General
Jacobs Levy Equity Management, Inc.
(
Jacobs Levy
) has adopted this Code of Ethics (the
Code
) for the purpose of establishing the standards of conduct and rules for staff regarding conflicts of interest, personal investing and other activities, and
compliance with applicable law. The guidelines below are designed to prevent or manage circumstances that may lead to, or give the appearance of, conflicts of interest, abusive trading, or unethical business conduct and to ensure that high ethical
standards are maintained by Jacobs Levy and its staff.
As a registered investment adviser and a fiduciary, Jacobs Levy owes an undivided duty of loyalty
to the investment companies and other clients for which Jacobs Levy serves as investment manager, adviser, or sub-adviser. Jacobs Levy insists on strict adherence to fiduciary standards and compliance with all applicable federal and state securities
laws. Adherence to this Code is a fundamental condition of employment with Jacobs Levy.
II.
Definitions
CCO
means the Chief Compliance Officer of Jacobs Levy
1
.
Client
means any person or entity for which Jacobs Levy serves as investment manager, adviser, or sub-adviser.
Supervised Person
refers to a person who is a shareholder, officer, or employee of Jacobs Levy and includes any other person who provides
investment advice on behalf of Jacobs Levy and is subject to Jacobs Levys supervision and control.
III.
Compliance Certification
Supervised Persons are required to certify at least annually that they: (i) have received, read, and understand the Code and recognize that they are
subject to it, (ii) have complied with all the requirements of the Code during the calendar year, (iii) have reported or, if applicable, obtained approval for all personal securities transactions, gifts and business entertainment, and
political contributions and activities pursuant to the requirements of this Code, and (iv) are not subject to certain disciplinary matters. New Supervised Persons will be required to certify they have received, read, and understand this Code
upon commencement of employment with Jacobs Levy.
IV.
Reporting Violations of the Code and Statement and Sanctions
|
|
|
Supervised Persons subject to this Code who fail to comply with any of the policies or procedures described herein may also be violating the federal securities laws or other federal and state laws.
|
|
|
|
Any violation or suspected violation of this Code should be reported immediately to the CCO. Any Supervised Person reporting a suspected violation by another person in good faith will not be subject to reprisals for
such reporting.
|
|
|
|
Upon determining that a violation has occurred, Jacobs Levy may impose on the relevant Supervised Person such sanctions as it deems appropriate, including, among other things, fines, censure, suspension, or termination
of service.
|
1
|
References to CCO in this Policy will mean the CCO or a designee of the CCO.
|
STANDARDS OF CONDUCT AND COMPLIANCE WITH LAWS
Jacobs Levy recognizes and respects its staffs right to privacy concerning personal affairs. However, to ensure that we fulfill our legal and fiduciary
obligations, Jacobs Levy requires Supervised Persons to (i) provide full and timely disclosure of any situation that could result in a conflict of interest or even the appearance of a conflict and (ii) comply with the restrictions and
procedures set out in this Code.
Business Standards
To reinforce our commitment to high ethical standards, we have adopted the business conduct standards described below.
|
|
|
Supervised Persons must treat Clients fairly and act in good faith. This means, among other things, that Supervised Persons must never:
|
|
|
|
Defraud a Client in any manner;
|
|
|
|
Mislead a Client, including by making a statement that omits material facts;
|
|
|
|
Engage in any act, practice or course of conduct which operates or would operate as a fraud or deceit upon a Client; or
|
|
|
|
Engage in any manipulative practice with respect to a Client or the securities markets, including price manipulation and rumor mongering.
|
|
|
|
Each Supervised Person must comply with all applicable federal and state securities laws.
|
|
|
|
If a relationship, arrangement, or interest arises which would put a Supervised Person in a position where he or she might be induced to act in a manner that is not in the best interest of a Jacobs Levy Client, the
Supervised Person should disclose the nature of the conflict of interest to the CCO.
|
|
|
|
Supervised Persons must retain suppliers and vendors on behalf of Jacobs Levy and Clients based on quality, reliability, price, service, and other appropriate advantages.
|
|
|
|
Supervised Persons must not bribe, provide a kickback or similar remuneration, or consideration of any kind to any individual or organization or to any intermediaries such as agents, attorneys, or other
consultants, for the purpose of influencing such individual or organization in obtaining or retaining business for, or directing business to, Jacobs Levy.
|
|
|
|
Supervised Persons must not improperly use the Jacobs Levy name, misrepresent their roles or positions at Jacobs Levy, or otherwise exploit the Jacobs Levy name or their relationship with Jacobs Levy for personal
benefit.
|
Outside Activities
Supervised Persons are not permitted to serve on any board of directors or as trustees or in any other management or advisory capacity of any not-for-profit
organization in the financial industry or any private or public for-profit company, in each case without prior written authorization from the CCO based upon a determination that such service would not be inconsistent with applicable law, the
interests of any Client, or their responsibilities at Jacobs Levy. Supervised Persons are not required to obtain prior approval to serve in any capacity for a charitable or other not-for-profit organization unless (a) approval is specifically
required under this policy or another firm policy or (b) such capacity involves advising on or making investment decisions with respect to securities that are subject to the firms Policy and Procedures Regarding Personal Investments set
out in the next section of this Code. See also the Jacobs Levy Employment Handbook, Section 207.
Best Efforts and Conflicting Business Activities Policy
.
Adopted: March 2006
Revised: December 2011; January 2016
STATEMENT OF POLICY AND PROCEDURES
REGARDING PERSONAL INVESTMENTS
|
(a)
|
This Statement of Policy and Procedures Regarding Personal Investments (the
Personal Investments Policy
) is an important part of our Code and is intended to comply with Rule 17j-1 under the Investment
Company Act of 1940, as amended (the
Company Act
), and Rule 204A-1 under the Investment Advisers Act of 1940, as amended (the
Advisers Act
). These Rules require Jacobs Levy to adopt a code of ethics containing
provisions reasonably necessary to prevent staff from engaging in certain conduct. Among other things, the Rules impose certain reporting and pre-clearance requirements regarding personal securities transactions by Supervised Persons. Jacobs Levy
understands that each registered investment company that it sub-advises has adopted a code of ethics with respect to certain specified individuals of the investment companies. This Code and Statement is also intended to comply with the provisions of
Rule 204-2 under the Advisers Act, which requires Jacobs Levy to maintain records of securities transactions in which certain of its personnel have any Beneficial Ownership.
|
|
(b)
|
This Personal Investments Policy is intended to ensure that the personal securities transactions of our Supervised Persons are conducted in accordance with the following principles:
|
|
(i)
|
A duty at all times to place first the interests of Clients;
|
|
(ii)
|
The requirement that all personal securities transactions be conducted consistent with this Personal Investments Policy and in such a manner as to avoid any actual or potential conflict of interest or any abuse of an
individuals responsibility and position of trust; and
|
|
(iii)
|
The fundamental standard that Jacobs Levy personnel not take inappropriate advantage of their positions.
|
|
(c)
|
In addition to the specific prohibitions on certain personal securities transactions as set forth below, all Supervised Persons are prohibited, in connection with the purchase or sale, directly or indirectly, by such
persons of a security held or to be acquired by a Client, from:
|
|
(i)
|
Employing any device, scheme or artifice to defraud any Client;
|
|
(ii)
|
Engaging in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any Client;
|
|
(iii)
|
Engaging in any manipulative practice with respect to any Client; or
|
|
(iv)
|
Revealing to any other person (except in the normal course of his or her duties on behalf of a Client) any information regarding securities transactions by any Client or the consideration by any Client or Jacobs Levy of
any such securities transactions.
|
The following definitions apply to this Personal Investments Policy in addition to
the definitions contained elsewhere in this Code.
|
(a)
|
Beneficial Ownership
is interpreted in the same manner as it would be under Rule 16a- 1(a)(2) of the Securities Exchange Act of 1934, as amended, and includes ownership by any person who, directly or
indirectly, through any contract, arrangement, understanding, relationship or otherwise, has or shares a direct or indirect pecuniary interest in a security. Note, a Supervised Person may beneficially own securities that are in the name of another
person by virtue of his or her relationship with such other person or through an arrangement whereby he or she has a right to obtain title to the securities now or in the future. (See Personal Account definition in section II(e) below.)
|
|
(b)
|
Covered Security
means a common stock, preferred stock, bond, or other security as defined in Section 2(a)(36) of the Company Act, and any derivative thereof, commodities, options or forward
contracts.
|
|
|
The term Covered Securities does not include the following: (i) shares of open-end investment companies registered under the Company Act (i.e., mutual funds) that are not exchange-traded funds (ETFs) or Reportable
Funds (as defined in section II(g) below); (ii) direct obligations of the Government of the United States; (iii) bankers acceptances; (iv) bank certificates of deposit; (v) commercial paper; (vi) high quality short-term debt
instruments, including repurchase agreements; and (vii) shares issued by unit investment trusts that are invested exclusively in one or more open-end investment companies, none of which are Reportable Funds.
|
|
(c)
|
House Accounts
refer to any internal partnerships, limited liability companies, series of limited liability companies, or separate accounts managed by Jacobs Levy, which are traded and allocated in
accordance with the same policies and procedures that apply to Client accounts.
|
|
(d)
|
Approved Managed Account
refers to a Personal Account (as defined in section II(e) below) with respect to which the Supervised Person (or account owner, if not the Supervised Person) has granted full
investment discretion to a broker-dealer, investment manager or adviser, trust company or trustee, or bank and the Supervised Person (and the owner of the account, if not the Supervised Person) has no influence or control over the investment
decisions being made for the account, including no ability to influence future specific transactions for the account.
|
|
(e)
|
Personal Account
, except as set forth below, refers to any brokerage or investment account in which a Supervised Person has any Beneficial Ownership.
|
|
|
Common examples of Personal Accounts include brokerage or investment accounts maintained by or for:
|
|
(i)
|
The Supervised Person;
|
|
(ii)
|
The Supervised Persons spouse (other than a legally separated or divorced spouse) or minor children;
|
|
(iii)
|
Any immediate family member of the Supervised Person who lives in his or her household. For purposes of this provision, the account of an adult child (above the age of 18) of a Supervised Person who lives in the
Supervised Persons household temporarily from time to time and for whom the Supervised Person does not provide primary financial support and whose financial affairs the Supervised Person does not control shall not be deemed a Personal Account
of the Supervised Person, provided that the Supervised Person has no other financial or pecuniary interest in the account; and
|
|
(iv)
|
Any person to whom the Supervised Person provides primary financial support, and (i) whose financial affairs the Supervised Person controls or (ii) for whom the Supervised Person provides discretionary
investment advisory services.
|
|
|
Personal Accounts also include:
|
|
(i)
|
An investment vehicle (such as a private investment fund) in which the Supervised Person or a person enumerated above has a pecuniary interest;
|
|
(ii)
|
An investment account of an entity over which the Supervised Person or a person enumerated above exercises direct or indirect control or influence (such as a trust or estate of which the Supervised Person or a person
enumerated above serves as Trustee); and
|
|
(iii)
|
A trust, estate, or other account in which the Supervised Person has a present or future interest in the income or principal.
|
For purposes of this Personal Investments Policy, Personal Account does not include the House Accounts.
|
(f)
|
Purchase or Sale of a Covered Security
includes, among other things, buying, selling, or writing an option to purchase or sell a Covered Security, selling a Covered Security short or covering a short
position in a Covered Security, and trading of any other derivative of a Covered Security.
|
|
(g)
|
Reportable Funds
means any open-end investment company registered under the Company Act (i.e., mutual fund) for which Jacobs Levy serves as investment adviser or sub-adviser or whose investment
adviser, sub-adviser, or principal underwriter controls Jacobs Levy, is controlled by Jacobs Levy, or is under common control with Jacobs Levy.
|
III.
|
Purchases and Sales of Covered Securities
|
It is the responsibility of each Supervised Person to
ensure that a particular securities transaction being considered for a Personal Account is not subject to a restriction contained in this Personal Investments Policy or otherwise prohibited by any applicable laws.
The Purchase or Sale of a Covered Security for Personal Accounts may be effected only in accordance with the following provisions.
|
(a)
|
Pre-Clearance is Required
. Supervised Persons are required to obtain the prior written approval of the CCO or designee in connection with the Purchase or Sale of a Covered Security, directly or indirectly, in
which the Supervised Person has, or after such transaction would have, any Beneficial Ownership (i.e., a transaction for a Personal Account).
|
|
|
For the avoidance of doubt, initial public offerings (IPOs), privately-placed securities (such as an investment in a private company or private investment fund), and exchange- traded funds (ETFs) are required to be
pre-cleared under this paragraph.
|
|
(b)
|
Process for Pre-Clearance Request
. A request for pre-clearance must be made in writing in advance of the contemplated transaction. Supervised Persons are required to use the current Pre-Clearance Form, in
substantially the form shown in Attachment A. Any approval given under this paragraph will remain in effect until the close of trading on the principal market on which the applicable Covered Security is traded on the date of approval (i.e., the
trade must be executed on the same trading day approval is granted).
|
|
|
In making a determination as to whether to approve a transaction, the CCO or designee (having no personal interest in the subject transaction) may approve the transaction if the CCO or designee concludes that the
transaction is not likely to have any adverse economic impact on a Client or on its ability to purchase or sell Covered Securities of the same class or other Covered Securities of the issuer involved. When considering a pre- clearance request for an
IPO or private placement, the CCO or designee will also consider whether the investment opportunity should be reserved for a Client and whether the opportunity is being offered to the individual by virtue of his or her position with Jacobs Levy.
|
|
(c)
|
Restriction on the Use of Jacobs Levy Broker
. Supervised Persons are generally prohibited from executing or causing the execution of an investment transaction in a Personal Account with the same individual
employee at a broker-dealer firm with whom Jacobs Levy executes trades for Client accounts.
|
|
(d)
|
Insider Trading
. As a reminder, Supervised Persons are prohibited from engaging in any activity that is prohibited under the
Jacobs Levy Insider Trading Policy
. Under the Insider Trading Policy, Supervised
Persons are, among other things, prohibited from trading in an issuer for themselves or others while in possession of material, non-public information related to that issuer or encouraging others to do so or trading in a security or instrument in
advance of, or based upon knowledge of, a proprietary or Client trade order, or planned order.
|
IV.
|
Exempted Transactions
|
The requirements of Section III of this Personal Investments Policy do not
apply to the:
|
(a)
|
Purchase or Sale of Covered Securities with respect to which a Supervised Person has (or by reason of such transaction would have) no Beneficial Ownership;
|
|
(b)
|
Purchase or Sale of Covered Securities that are non-volitional on the part of either a Supervised Person (including a corporate action, such as a spin-off, that accrues to all holders of the applicable security) or are
pursuant to an Employee Stock Option Plan (ESOP) or automatic dividend reinvestment plan;
|
|
(c)
|
Purchase effected upon the exercise of rights issued by an issuer pro rata to all holders of a class of the issuers securities, to the extent such rights were acquired from such issuer, and sales of such rights so
acquired; or
|
|
(d)
|
Purchase or Sale of Covered Securities effected for an Approved Managed Account.
|
The CCO has the authority to
exempt any Supervised Person or transaction from any or all of the provisions of this Personal Investments Policy if the CCO determines that such exemption would not be harmful to Clients and would be consistent with applicable law and regulations;
provided that only another Compliance Officer may exempt the CCO under this paragraph. The CCO (or other Compliance Officer, if applicable) will keep a record of any exemption granted under this paragraph, describing the circumstances and reasons
for the exemption.
V.
|
Reporting Requirements
|
Each Supervised Person must report to the CCO information (described
below) with respect to holdings and transactions in Covered Securities in which the Supervised Person has, or by reason of a transaction acquires, any direct or indirect Beneficial Ownership (i.e., holdings and transactions in a Personal Account).
The reporting requirements described in this section do not apply to Approved Managed Accounts or any account that has been granted a specific exception by the CCO. Supervised Persons are required to use the standard Jacobs Levy forms to report the
information required under this section, unless an exception is granted.
|
(a)
|
Initial Holding Reports
.
No later than ten (10) days after a Supervised Person becomes subject to this Personal Investments Policy, he or she must report the following information (which information
must be current as of a date no more than thirty (30) days before the report is submitted):
|
|
(i)
|
the title, number of shares and principal amount of each Covered Security (whether or not publicly traded) in which the Supervised Person has any direct or indirect Beneficial Ownership (i.e., holdings in all Personal
Accounts);
|
|
(ii)
|
the name of any broker, dealer, bank, or financial institution with whom the Supervised Person maintains an account in which any securities were held for the Supervised Persons direct or indirect benefit; and
|
|
(iii)
|
the date that the report is submitted.
|
|
(b)
|
Quarterly Transaction Reports
.
No later than ten (10) business days after the end of a calendar quarter (or other date specified by the CCO), each Supervised Person must report the following
information:
|
|
(i)
|
with respect to any transaction during the quarter in a Covered Security (whether or not publicly traded) in which the Supervised Person has, or by reason of such transaction acquired, any direct or indirect Beneficial
Ownership (i.e., transactions in Personal Accounts):
|
|
(1)
|
the date of the transaction, the title, the interest rate and maturity date (if applicable), the number of shares and the principal amount of each Covered Security involved;
|
|
(2)
|
the nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition);
|
|
(3)
|
the price of the Covered Security at which the transaction was effected;
|
|
(4)
|
the name of the broker, dealer, bank, or financial institution with or through which the transaction was effected; and
|
|
(5)
|
the date that the report is submitted.
|
|
(ii)
|
with respect to any account established by the Supervised Person in which any securities (whether or not publicly traded) were held during the quarter for the Supervised Persons direct or indirect benefit (i.e.,
any new Personal Account):
|
|
(1)
|
the name of the broker, dealer, bank, or financial institution with whom the account was established;
|
|
(2)
|
the date the account was established; and
|
|
(3)
|
the date that the report is submitted.
|
|
(c)
|
Annual Holdings Reports
.
Annually, by February 1 of each year, all Supervised Persons must report the following information (which information must be current as of a date no more than forty-five
(45) days before the report is submitted):
|
|
(i)
|
the title, number of shares and principal amount of each Covered Security (whether or not publicly traded) in which the Supervised Person had any direct or indirect Beneficial Ownership (i.e., securities holdings in
Personal Accounts);
|
|
(ii)
|
the name of any broker, dealer, bank, or financial institution with whom the Supervised Person maintains an account in which any securities are held for his or her direct or indirect benefit; and
|
|
(iii)
|
the date that the report is submitted.
|
|
(d)
|
Alternative Reporting
.
Supervised Persons may submit, or the CCO may require the submission of, duplicate broker trade confirmations and account statements to satisfy the quarterly reporting requirements
of section V(b) above so long as (i) the confirmation or statement includes the information set forth in section V(b) and (ii) the CCO receives the confirmation or statement no later than ten (10) business days (or such other date
designated by the CCO) after the end of the applicable calendar quarter.
|
|
|
Supervised Persons are responsible for separately reporting transactions that are not held in a traditional account and do not appear on brokerage statements. Such transactions are most commonly transactions in private
placements that are not executed through or held in an account with a broker-dealer (such as an interest in a private company or a private investment fund).
|
|
(e)
|
Report Qualification
.
Any report may contain a statement that the report shall not be construed as an admission by the person making the report that he or she has any direct or indirect Beneficial
Ownership in the Covered Securities to which the report relates.
|
|
(f)
|
Certifications; Additional Information
. The CCO may request certifications and documentation from Supervised Persons or third parties to support the information reported by Supervised Persons in accordance with
this Personal Investments Policy or for purposes of compliance testing. This may include the requirement for a Supervised Persons to submit a holdings or transaction report related to his or her Approved Managed Account(s).
|
VI.
|
Chief Compliance Officer
|
|
(a)
|
Duties of CCO
. The CCO will:
|
|
(i)
|
review all securities transactions and holdings and transactions reports and maintain the names of persons responsible for reviewing these reports;
|
|
(ii)
|
identify all persons subject to this Personal Investments Policy who are required to make these reports and promptly inform each person of the requirements of this Policy;
|
|
(iii)
|
maintain a signed acknowledgement by each person who is then subject to this Personal Investments Policy; and
|
|
(iv)
|
inform Supervised Persons of their requirements to obtain prior written approval from the CCO as provided in this Personal Investments Policy.
|
|
(b)
|
Required Records
. The CCO will maintain and cause to be maintained:
|
|
(i)
|
a copy of any code of ethics adopted by Jacobs Levy which has been in effect during the previous five (5) years in an easily accessible place;
|
|
(ii)
|
a record of any violation of any code of ethics and of any actions taken as a result of such violation, in an easily accessible place for at least five (5) years after the end of the fiscal year in which the
violation occurs;
|
|
(iii)
|
a copy of each report and certifications made by any Supervised Person as required by this Personal Investments Policy for at least five (5) years after the end of the fiscal year in which the report is made, the
first two (2) years in an easily accessible place;
|
|
(iv)
|
a list of all persons who are, or within the past five (5) years have been, required to make reports, or who were responsible for reviewing these reports pursuant to any code of ethics adopted by Jacobs Levy in an
easily accessible place;
|
|
(v)
|
a record of any requests for pre-clearance and the approvals for at least five (5) years after the end of the fiscal year in which the approval is granted.
|
|
(c)
|
Submissions to a Reportable Funds Board
.
The CCO will annually prepare a written report to each Reportable Fund that:
|
|
(i)
|
describes any issues under this Personal Investments Policy or its procedures since the last report to the Reportable Fund, including, but not limited to, information about material violations of the Policy or
procedures and sanctions imposed in response to the material violations; and
|
|
(ii)
|
certifies that Jacobs Levy has adopted procedures reasonably necessary to prevent its Supervised Persons from violating this Personal Investments Policy.
|
Adopted: March 2006
Revised: December 2011; January 2016
GIFTS AND BUSINESS ENTERTAINMENT POLICY
I.
|
Gifts and Business Entertainment Policy.
|
In order to address conflicts of interest that may
arise when a staff member accepts or gives a gift, favor, special accommodation, or other items of value, Jacobs Levy places restrictions on gifts and business entertainment. As a general matter, gifts and business entertainment must be reasonable
in cost and frequency, appropriate as to time and place, not influence the recipient, and not be intended as a bribe, kickback, or payoff. Below are specific restrictions and procedures that staff are required to follow when giving or receiving
gifts and business entertainment in the course of their duties at the firm.
The policies and procedures described below do not apply to anything given or
received to or from a person with whom the staff member has a bona fide personal or social relationship and is provided in connection with that relationship. Note, a staff member is obligated to disclose to the CCO or a Principal if he or she has a
bona fide personal or social relationship with a vendor/service provider or a representative of a vendor/service provider if the staff member is responsible for the relationship with the vendor/service provider.
|
(a)
|
Business Entertainment
refers to business gratuities or entertainment, such as meals, refreshments, sporting events, concerts, etc., at which the person providing the gratuity or entertainment is
present. Note that if the person providing the gratuity or entertainment is not present, then it is considered a Gift (and the Gift procedures apply) rather than Business Entertainment.
|
|
(b)
|
Gifts
include, but are not limited to, candy, wine, fruit baskets, flowers, event tickets, services, and other items of value.
|
|
(c)
|
G&E
refers generally to Gifts and Business Entertainment covered under this Policy.
|
III.
|
Procedures for Receiving or Giving Gifts
|
|
(a)
|
Receiving a Gift of $100 or More Requires Prior Approval
. Supervised Persons are not permitted to accept from any person or entity that does business with or is seeking to do business with or on behalf of Jacobs
Levy any Gift that alone, or when aggregated with all other G&E received by the Supervised Person from the same person or entity in the same calendar year, has an estimated value of $100 or more, without the written approval of the CCO.
|
|
(b)
|
Giving a Gift (Other Than to a Governmental Official) of $100 or More Requires Prior Approval
. Supervised Persons are not permitted to give or offer any Gift of $100 or more, individually or in the aggregate in
any calendar year, to an existing or prospective Client or any entity that does business with or is seeking to do business with or on behalf of Jacobs Levy, without the prior written approval of the CCO.
|
|
(c)
|
Giving a Gift to a Governmental Official Requires Prior Approval
. Supervised Persons are required to obtain prior written approval for any Gift to a governmental official, regardless of
its value. A
governmental official
includes any officer, employee, representative, or person acting on behalf of a U.S. (federal, state, or local) or non-U.S. government, government-owned or controlled entity or business, public
international organization, political party, political party official, or candidate for political office.
|
|
|
Note, personal political contribution and fundraising activities are governed by the
Jacobs Levy Political Contribution and Activities Policy
contained in this Code.
|
|
(d)
|
All Gifts Must be Reported
. Supervised Persons are required to report all Gifts, regardless of the value, to the CCO. Gifts for which pre-approval is required are considered to have been reported upon the
submission of the approval request.
|
|
(e)
|
Denials
. If a request to accept a Gift is denied, the Supervised Person may be required to return the Gift received, donate the Gift to charity, or repay the expense for a Gift that cannot be returned or donated.
|
|
(f)
|
Requirement to Share Certain Gifts
. Gifts of food, such as fruit baskets or holiday chocolates, received by a Supervised Person should be reported to the CCO and then given to the Receptionist to be placed in the
kitchen for all staff to share and will generally not be considered a Gift provided to the particular person who received it.
|
|
(g)
|
Solicited Gifts are Prohibited
. Supervised Persons are not permitted to use his or her position with Jacobs Levy to solicit Gifts from an existing or prospective Client, supplier, service provider, person to whom
the Supervised Person refers business, or any other entity with which Jacobs Levy does or is seeking to do business.
|
|
(h)
|
Cash Gifts are Prohibited
. Supervised Persons are not permitted to give or accept cash gifts or cash equivalents to or from an existing or prospective Client, supplier, service provider, person to whom the
Supervised Person refers business, or any other entity with which Jacobs Levy does or is seeking to do business.
|
|
(i)
|
Gifts of Promotional Items are Excluded
.
Promotional items of nominal value, such as pens, mugs, bags, and sweatshirts with a logo, are generally excluded from this Policy.
|
IV.
|
Procedures Relating to Business Entertainment
|
|
(a)
|
Business Entertainment Given or Received Requires Prior Approval
. With the prior approval of the CCO, Supervised Persons are permitted to provide or accept Business Entertainment of reasonable value, if the
person or entity providing the entertainment is present and there is a bona fide business purpose for the event. If it is not practical to obtain prior approval, then such event must be reported to the CCO as soon as practical after such event.
|
|
(b)
|
Extravagant Business Entertainment is Prohibited
. Supervised Persons are prohibited from providing or accepting extravagant or excessive Business Entertainment to or from an existing or prospective Client,
supplier, service provider, person to whom the Supervised Person refers business, or any other entity with which Jacobs Levy does or is seeking to do business.
|
|
(c)
|
Vendor Meals at JLEM Offices
. Supervised Persons are generally not permitted to accept a meal provided by a broker or other vendor in the business offices of Jacobs Levy.
|
V.
Reporting/Recordkeeping
In addition to the
approval and reporting requirements, Supervised Persons may be asked to report previously unreported or prospective G&E on a periodic basis.
The CCO
will maintain a log of any G&E approved or otherwise reported in accordance with this Policy.
Adopted: March 2006
Revised: January 2016
POLITICAL CONTRIBUTIONS AND ACTIVITIES POLICY
Jacobs Levy strictly prohibits staff from making contributions to politically connected
individuals or entities with the intention of influencing such individuals or entities for business purposes. In addition, certain pay to-play laws and regulations have been adopted requiring the disclosure of political contributions to
incumbents in public office, candidates for public office, political action committees, and political parties by employees of investment management firms that manage, or seek to manage, public money. In order to avoid any appearance of a conflict of
interest, some states, including New Jersey, prohibit investment managers, whose employees have made political contributions to state or local officials or candidates, from managing money for the state or its subdivisions. Federal pay-to-play laws
also impose restrictions on certain political fundraising activities by employees of investment management firms. To ensure compliance with these laws, Jacobs Levy has adopted the procedures described below.
II.
|
Pre-Approval and Restrictions
|
|
(a)
|
Political Contributions Require Pre-Approval
. In order to comply with applicable pay-to- play rules, any intended contribution by a Supervised Person, his or her spouse, or any immediate family member living in
the same household and to whom the Supervised Person provides material financial support, to any of the following persons or organizations must be pre-approved by the CCO:
|
|
|
|
An incumbent in public office or candidate (or successful candidate) for public office of any
government entity
2
(i.e., any state, local, or
non-U.S. government);
|
|
|
|
A political action committee (PAC); or
|
|
|
|
A national political party or a political party of a state or political subdivision thereof.
|
Note: A contribution to a candidate for federal office is not required to be pre-cleared unless such person is an incumbent of a state or local
public office. For example, a contribution to the presidential campaign of a sitting state governor must be pre-cleared.
|
(b)
|
Certain Fundraising Activities Require Pre-Approval
.
|
|
|
Pay-to-play laws prohibit certain fundraising activities, including soliciting or coordinating (i.e., collecting or forwarding): (i) political contributions from any person or political action committee (within or
outside of Jacobs Levy) for a state or local office or race or (ii) payments for a political party.
|
|
|
If a Supervised Person or his or her spouse or immediate family member covered under this Policy wishes to engage in fundraising activities, the Supervised Person should notify the CCO, who will be responsible for
making a determination whether the activities present an issue under applicable laws, rules, and regulations.
|
|
(c)
|
Less Obvious Examples Requiring Pre-approval
.
The law defines
contribution
broadly to include: (i) a monetary gift, (ii) a subscription or loan, (iii) an advance,
(iv) a deposit of money, (v) payment to satisfy debts incurred in connection with an election, (vi) payments for transitional expenses or inaugural expenses of a successful candidate for state or local office or an unsuccessful
candidate that at the time of the payments is a state or
|
2
|
Government entity means any U.S. State or non-U.S. government or any political subdivision of either, including any agency, authority, or instrumentality of the U.S. State, non-U.S. government or political subdivision,
a plan, program or pool of assets sponsored or established by the U.S. State, non-U.S. government or political subdivision or any agency, authority or instrumentality thereof; and officers, agents, or employees of the U.S. State, non-U.S. government
or political subdivision or agency, authority or instrumentality thereof, acting in their official capacity.
|
|
|
local official, and (vii) anything of value. Activities that could constitute
fundraising
are equally broad and may occur at a formal event organized and classified as a fundraiser for a
particular candidate or on an unplanned basis in an informal setting.
|
|
|
Below are examples of some less obvious activities that would require pre-approval:
|
|
|
|
Attending a campaign event that requires or involves a cash or a non-cash donation; or
|
|
|
|
Hosting, sponsoring or organizing an event for an incumbent or candidate (such as a meet and greet dinner at a restaurant or a personal residence); or
|
|
|
|
Donating resources or facilities to an incumbent or candidate, such as use of a conference room, office computers, or personal residence; or
|
|
|
|
Assuming a role with an organization (such as a director on a board) that regularly engages in political fundraising and endorses state and/or local candidates for office; or
|
|
|
|
Volunteering for a political campaign.
|
|
(d)
|
Exceptions for 501(c)(4) Organizations
. 501(c)(4) organizations, which are operated exclusively for the promotion of social welfare, such as civics and civics issues, are not covered under this
Policy. Therefore, contributions to such organizations are not required to be pre-approved by the CCO.
|
|
|
Note
: A 501(c)(4) may have an affiliated PAC. A proposed contribution to the 501(c)(4)s affiliated PAC is not within this exception and must be pre-approved consistent with the procedures described above.
|
|
(e)
|
Supervised Persons are Prohibited from Circumventing this Policy or Improperly Influencing a Public Official
. Under no circumstances may a Supervised Person circumvent this Policy by indirectly making a political
contribution or engaging in fundraising through his or her advisors, family members, or any other persons affiliated with the Supervised Person. In addition to the specific prohibitions set forth above, Supervised Persons are prohibited from
engaging in any activity, whether or not listed above, that is for the purpose of improperly influencing a public official or candidate to obtain or retain Jacobs Levys engagement as an investment adviser for a public plan client.
|
III.
|
Approvals/Reporting/Recordkeeping
|
Supervised Persons should seek pre-approval for political
contributions using the attached
Political Contribution Pre-Clearance Form
,
Attachment B
. Such contributions will typically be approved absent special circumstances, such as if (i) there is an actual or potential conflict of
interest, or any appearance of a conflict of interest, (ii) the contribution is prohibited by law or regulation, or (iii) the contribution could prevent Jacobs Levy from accepting an engagement to manage money for a potential client.
To the extent practicable, the CCO will seek to protect the confidentiality of all information regarding the proposed contribution and activities. Note that
Jacobs Levy may be required to disclose publicly certain information about political contributions, including the name of the contributor and the recipient, and the date and amount of the contribution. Supervised Persons may be asked to certify on a
periodic basis that they have complied with this Policy. The CCO will maintain a record of all pre-approval requests.
Adopted: December 2010
Revised: January 2016
ATTACHMENT A
PRECLEARANCE FORM
FOR TRANSACTIONS IN PERSONAL ACCOUNTS
This Preclearance Form must be completed prior to engaging in any personal transaction covered by the Jacobs Levy Code of Ethics.
Investment Information
Issuer (Name and
Ticker or Other Identifier):
Asset Class (please check):
|
|
|
|
|
|
|
|
|
|
|
Common Equity
|
|
|
|
ETF/Closed End Fund
|
|
|
|
Muni Bond
|
|
|
Preferred Equity
|
|
|
|
Corp. Bond
|
|
|
|
Other
|
|
|
Equity/ETF/Closed End Fund Investments:
Number of Shares
Debt Investments:
Face Amount
Interest Rate
Maturity Date
Transaction
Information
Transaction Type (please check):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase
|
|
|
|
Sale
|
|
|
|
Short Sale
|
|
|
|
Short Cover
|
|
|
|
|
|
|
|
|
|
Estimated Trade Date:
|
|
|
|
Estimated Price:
|
|
|
Broker/Dealer firm:
|
|
|
|
Name of Individual
Broker (if any):
|
|
|
|
|
|
|
|
QUESTION (please complete)
|
|
YES
|
|
NO
|
Is the investment a security on the Restricted Security List?
|
|
|
|
|
Is the investment an initial public offering?
|
|
|
|
|
Is the investment a private placement or investment opportunity of limited availability?
|
|
|
|
|
Representation and Signature
By executing this form, I represent that the information contained herein is accurate and complete and that my trading in this investment is not based on any
material nonpublic information. I understand that preclearance will only be in effect until the closing time on the principal market on which the security is traded on the date of the Chief Compliance Officers (or designees) signature.
Disposition of Preclearance Request
|
|
|
|
|
Approved:
|
|
|
|
Reviewing Compliance Officer:
|
|
|
|
Denied:
|
|
|
|
Date:
|
ATTACHMENT B
POLITICAL CONTRIBUTION
PRE-CLEARANCE FORM
It is each staff
members responsibility to ensure that all contributions comply with applicable state, local and non-U.S. laws, rules and regulations, including contribution limits imposed by such laws, rules, and regulations.
Name
of
Staff
Member
:
Name of Incumbent, Candidate, Political Action Committee or Political
Party:
Name of person making the contribution (if other than the staff member):
Office held by the Incumbent and/or sought by the
Candidate (if applicable):
Proposed contribution amount (dollar
value):
Date
:
Signature
of
Staff
Member
:
**************************************************************************************************************************
Compliance Officer
Use Only
Approved
Not
Approved Person Approving:
Date:
Notes:
JENNISON ASSOCIATES LLC
CODE OF ETHICS
AND
PERSONAL TRADING POLICY
As Amended
September 30, 2016
Table of Contents
S
ECTION
I: C
ODE
OF
E
THICS
|
|
|
|
|
1. S
TANDARDS
OF
P
ROFESSIONAL
C
ONDUCT
P
OLICY
S
TATEMENT
|
|
|
1
|
|
|
|
2. C
ONFLICTS
OF
I
NTEREST
|
|
|
3
|
|
A-G. H
OW
TO
AVOID
POTENTIAL
CONFLICTS
OF
INTEREST
|
|
|
3
|
|
|
|
3. O
THER
BUSINESS
A
CTIVITIES
|
|
|
4
|
|
A. I
SSUES
REGARDING
THE
RETENTION
OF
SUPPLIERS
|
|
|
4
|
|
B. Gift
|
|
|
5
|
|
C. I
MPROPER
PAYMENTS
|
|
|
5
|
|
D. B
OOKS
, R
ECORDS
AND
A
CCOUNTS
|
|
|
5
|
|
E. L
AWS
AND
REGULATIONS
|
|
|
5
|
|
F. O
UTSIDE
ACTIVITIES
&
POLITICAL
AFFILIATIONS
|
|
|
6
|
|
|
|
4. C
OMPLIANCE
W
ITH
T
HE
C
ODE
& C
ONSEQUENCES
I
F
V
IOLATION
O
CCURS
|
|
|
7
|
|
|
|
S
ECTION
II: J
ENNISON
A
SSOCIATES
P
ERSONAL
T
RADING
P
OLICY
|
|
|
|
|
|
|
1. G
ENERAL
POLICY
AND
PROCEDURES
|
|
|
8
|
|
2. P
ERSONAL
TRANSACTION
REPORTING
REQUIREMENTS
|
|
|
9
|
|
A. J
ENNISON
EMPLOYEES
|
|
|
10
|
|
1. I
NITIAL
HOLDING
REPORTS
|
|
|
10
|
|
2. Q
UARTERLY
REPORTS
|
|
|
11
|
|
3. A
NNUAL
H
OLDINGS
R
EPORTS
|
|
|
12
|
|
B. O
THER
PERSONS
DEFINED
BY
J
ENNISON
AS
ACCESS
PERSONS
|
|
|
12
|
|
3.
P
RE
-
CLEARANCE
PROCEDURES
|
|
|
13
|
|
4. P
ERSONAL
TRADING
POLICY
|
|
|
13
|
|
A. B
LACKOUT
P
ERIODS
|
|
|
14
|
|
B. S
HORT
-
TERM
TRADING
|
|
|
15
|
|
C-K O
THER
R
ULES
|
|
|
16
|
|
L. D
ESIGNATION
P
ERSONS
:
R
EQUIREMENTS
FOR
TRANSACTIONS
IN
SECURITIES
ISSUED
BY
P
RUDENTIAL
|
|
|
18
|
|
M. J
ENNISON
EMPLOYEE
PARTICIPATION
IN
SEPARATELY
MANAGED
ACCOUNTS
(
SMA
)
|
|
|
19
|
|
N. E
XCEPTIONS
TO
THE
PERSONAL
TRADING
POLICY
|
|
|
19
|
|
5. M
ONITORING
/A
DMINISTRATION
|
|
|
19
|
|
6. P
ENALTIES
FOR
VIOLATIONS
OF
J
ENNISON
S
PERSONAL
TRADING
POLICIES
|
|
|
20
|
|
7. T
YPE
OF
VIOLATION
.
|
|
|
21
|
|
A. P
ENALTIES
FOR
FAILURE
TO
SECURE
PRE
-
APPROVAL
|
|
|
21
|
|
1. F
AILURE
TO
PRE
-
CLEAR
PURCHASE
|
|
|
21
|
|
2.
FAILURE
TO
PRE
-
CLEAR
SALES
THAT
RESULT
IN
LONG
-
TERM
CAPITAL
GAINS
|
|
|
21
|
|
3.
FAILURE
TO
PRE
-
CLEAR
SALES
THAT
RESULT
IN
SHORT
-
TERM
CAPITAL
GAINS
|
|
|
21
|
|
|
|
|
|
|
4. A
DDITIONAL
CASH
PENALTIES
|
|
|
22
|
|
B. F
AILURE
TO
COMPLY
WITH
REPORTING
REQUIREMENTS
|
|
|
22
|
|
C. P
ENALTY
FOR
VIOLATION
OF
SHORT
-
TERM
TRADING
IN
SECURITIES
|
|
|
23
|
|
D.
PENALTY
FOR
VIOLATION
OF
SHORT
-
TERM
TRADING
IN
COVERED
FUNDS
|
|
|
23
|
|
E. O
THER
POLICY
INFRINGEMENTS
DEALT
WITH
ON
A
CASE
-
BY
-
CASE
BASIS
|
|
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23
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F. D
ISGORGED
PROFITS
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23
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8. M
ISCELLANEOUS
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24
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|
A. P
OLICIES
AND
PROCEDURES
REVISIONS
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|
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24
|
|
B. C
OMPLIANCE
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24
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9. E
XHIBITS
|
|
|
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A. C
OMPLIANCE
AND
REPORTING
OF
P
ERSONAL
TRANSACTIONS
MATRIX
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25
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|
B. B
ROAD
-
BASED
I
NDICES
AND
C
OMMODITIES
|
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|
27
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|
C. O
THER
PERSONS
DEFINED
BY
JENNISON
AS
ACCESS
PERSONS
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28
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|
D. C
OVERED
FUNDS
|
|
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29
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|
S
ECTION
I
CODE OF ETHICS
FOR
JENNISON ASSOCIATES LLC
This Code of Ethics (Code), as well as Section II that follows, sets forth rules, regulations and standards of professional
conduct for the employees of Jennison Associates LLC (hereinafter referred to as Jennison or the Company). Jennison expects that all employees will adhere to this code without exception.
The Code incorporates aspects of ethics policies of Prudential Financial Inc. (Prudential), as well as additional policies
specific to Jennison Associates LLC. Although not part of this Code, all Jennison employees are also subject to Prudentials Code of Conduct, Making the Right Choices. Making the Right Choices can be found on the Jennison intranet
Ethics website.
1.
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STANDARDS OF PROFESSIONAL CONDUCT POLICY STATEMENT
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It is Jennisons policy
that its employees must adhere to the highest ethical standards when discharging their investment advisory duties to our clients or in conducting general business activity on behalf of Jennison in every possible capacity, such as investment
management, administrative, dealings with vendors, confidentiality of information, financial matters of every kind, etc. Jennison, operating in its capacity as a federally registered investment adviser, has a fiduciary responsibility to render
professional, continuous, and
unbiased
investment advice to its clients. Furthermore, ERISA and the federal securities laws define an investment advisor as a fiduciary who owes their clients a duty of undivided loyalty, who
shall not engage in any activity in conflict with the interests of the client. As a fiduciary, our personal and corporate ethics must be above reproach. Actions, which expose any of us or the organization to even the appearance of an impropriety,
must not occur. Fiduciaries owe their clients a duty of honesty, good faith, and fair dealing when discharging their investment management responsibilities. It is a fundamental principle of this firm to ensure that the interests of our clients come
before those of Jennison or any of its employees. Therefore, as an employee of Jennison, we expect you to uphold these standards of professional conduct by not taking inappropriate advantage of your position, such as using information obtained as a
Jennison employee to benefit yourself or anyone else in any way. It is particularly important to adhere to these standards when engaging in personal securities transactions and maintaining the confidentiality of information concerning the identity
of security holdings and the financial circumstances of our clients. Any investment advice provided must be unbiased, independent and confidential. It is extremely important to not violate the trust that Jennison and its clients have placed in its
employees.
1
The prescribed guidelines and principles, as set forth in the policies that follow, are designed
to reasonably assure that these high ethical standards long maintained by Jennison continue to be applied and to protect Jennisons clients by deterring misconduct by its employees. The rules prohibit certain activities and personal financial
interests as well as require disclosure of personal investments and related business activities of all supervised persons, includes directors, officers and employees, and others who provide advice to and are subject to the supervision and control of
Jennison. The procedures that follow will assist in reasonably ensuring that our clients are protected from employee misconduct and that our employees do not violate federal securities laws. All employees of Jennison are expected to follow these
procedures so as to ensure that these ethical standards, as set forth herein, are maintained and followed without exception. These guidelines and procedures are intended to maintain the excellent name of our firm, which is a direct reflection of the
conduct of each of us in everything we do.
Jennison Associates is committed to high standards of ethical, moral and legal business
conduct. In line with this commitment, and Jennisons commitment to open communication, Jennisons Reporting Concerns &
Non-Retaliation
Policy (Policy) found in the Employee
Handbook describes the process for individuals to submit concerns regarding the quality and integrity of the firms accounting, auditing, and financial reporting controls and procedures as well as the firms legal or regulatory compliance
(Concerns).
This Reporting Concerns &
Non-Retaliation
Policy is intended to
cover for you if you raise concerns regarding:
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incorrect financial reporting
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unlawful activity including violations to securities laws;
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activities that are not in line with a Jennison policy, including but not limited to the Code of Ethics, and/or
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activities, which otherwise amount to serious improper conduct.
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The Concern reporting
procedure is intended to be used for the reporting of unethical or illegal behavior or practices, violations of laws, regulations or any internal policies. Such Concerns, including those relating to financial reporting unethical conduct may be
reported directly to: the Chief Ethics Officer, the Chief Legal Officer, the Chief Compliance Officer, or the Chief Risk Officer. You may also communicate a financial reporting or ethical Concern by sending an email either through the Jennison
Financial Reporting Concern Mailbox located on the Risk Management webpage or the Jennison Ethics Mailbox located on the Ethics webpage. Emails sent in this manner have the option to be strictly anonymous.
Employment-related concerns should continue to be reported through your normal channels, by speaking directly with your
manager, any other manager, or Human Resources.
Jennison employees should use the Code, as well as the accompanying
policies and procedures that follow, as an educational guide that will be complemented by Jennisons training protocol.
2
Each Jennison employee has the responsibility to be fully aware of and strictly adhere to the
Code of Ethics and the accompanying policies that support the Code. It should be noted that because ethics is not a science, there may be gray areas that are not covered by laws or regulations. Jennison and its employees will nevertheless be held
accountable to such standards. Individuals are expected to seek assistance for help in making the right decision.
If you have any
questions as to your obligation as a Jennison employee under either the Code or any of the policies that follow, please contact the Compliance Department.
You should avoid actual or apparent conflicts of interest
that is, any personal interest inside or outside the Company, which could be placed ahead of your obligations to our clients, Jennison Associates or Prudential. Conflicts may exist even when no wrong is done. The opportunity to act improperly
may be enough to create the appearance of a conflict.
We recognize and respect an employees right of privacy concerning personal
affairs, but we must require a full and timely disclosure of any situation, which could result in a conflict of interest, or even the appearance of a conflict. The Company, not by the employee involved, will determine the appropriate action to be
taken to address the situation.
To reinforce our commitment to the avoidance of potential conflicts of interest, the following rules have
been adopted, that prohibit you from engaging in certain activities without the
pre-approval
from the Ethics Advisory Group:
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A)
|
YOU MAY NOT
, without first having secured prior approval, serve as a director, officer, employee, partner or trustee nor hold any other position of substantial interest in any outside business
enterprise. You do not need prior approval, however, if the following three conditions are met: one, the enterprise is a family firm owned principally by other members of your family; two, the family business is not doing business with Jennison or
Prudential and is not a securities or investment related business; and three, the services required will not interfere with your duties or your independence of judgment. Significant involvement by employees in outside business activity is generally
unacceptable. In addition to securing prior approval for outside business activities, you will be required to disclose all relationships with outside enterprises annually.
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Jennisons policy on participation in outside business activities deals only with positions in business enterprises. It
does not affect Jennisons practice of permitting employees to be associated with governmental, educational, charitable, religious or other civic organizations. These activities may be entered into without prior consent, but must still be
disclosed on an annual basis.
3
NOTE:
Jennison employees that are Registered Representatives of Prudential
Investment Management Services, LLC (PIMS) must also comply with the policies and procedures set forth in the PIMS Compliance Manual. All registered representatives of PIMS must secure prior approval before engaging in any outside
business activities as outlined in Jennisons Written Supervisory Procedure on Outside Business Activities which is available via Jennisons Compliance intranet website.
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B)
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YOU MAY NOT
, act on behalf of Jennison in connection with any transaction in which you have a personal interest.
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C)
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YOU MAY NOT
, without prior approval, have a substantial interest in any outside business which, to your knowledge, is involved currently in a business transaction with Jennison or Prudential, or is engaged in
businesses similar to any business engaged in by Jennison. A substantial interest includes any investment in the outside business involving an amount greater than 10 percent of your gross assets, or involving a direct or indirect ownership
interest greater than 2 percent of the outstanding equity interests. You do not need approval to invest in open-ended registered investment companies such as investments in mutual funds and similar enterprises that are publicly owned.
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D)
|
YOU MAY NOT
, without prior approval, engage in any transaction involving the purchase of products and/or services from Jennison, except on the same terms and conditions as they are offered to the public. Plans
offering services to employees approved by the Board of Directors are exempt from this rule.
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E)
|
YOU MAY NOT
, without prior approval, borrow an amount greater than 10% of your gross assets, on an unsecured basis from any bank, financial institution, or other business that, to your knowledge, currently does
business with Jennison or with which Jennison has an outstanding investment relationship.
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F)
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YOU MAY NOT
, favor one client account over another client account or otherwise disadvantage any client in any dealings whatsoever to benefit either yourself, Jennison or another third-party client account.
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G)
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YOU MAY NOT
, as result of your status as a Jennison employee, take advantage of any opportunity that your learn about or otherwise personally benefit from information you have obtained as an employee that would
not have been available to you if you were not a Jennison employee.
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3.
|
OTHER BUSINESS ACTIVITIES
|
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A)
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ISSUES REGARDING THE RETENTION OF SUPPLIERS
: The choice of our suppliers must be based on quality, reliability, price, service, and technical advantages.
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4
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B)
|
GIFTS
: Jennison employees and their immediate families should not solicit, accept, retain or provide any gifts or entertainment which might influence decisions you or the recipient must make in business
transactions involving Jennison or which others might reasonably believe could influence those decisions. Even a nominal gift should not be accepted if, to a reasonable observer, it might appear that the gift would influence your business decisions.
|
Modest gifts and favors, which would not be regarded by others as improper, may be accepted or given on an occasional basis.
Examples of such gifts are those received as normal business entertainment (
i.e.
, meals or golf games);
non-cash
gifts of nominal value (such as received at Holiday time); gifts received because of
kinship, marriage or social relationships entirely beyond and apart from an organization in which membership or an official position is held as approved by the Company. Entertainment, which satisfies these requirements and conforms to generally
accepted business practices, also is permissible. Please reference Jennison Associates Gifts and Entertainment Policy and Procedures located on
Compliance
web page of Jennison Online for a more detailed explanation of Jennisons
policy towards gifts and entertainment.
|
C)
|
IMPROPER PAYMENTS KICKBACKS
: In the conduct of the Companys business, no bribes, kickbacks, or similar remuneration or consideration of any kind are to be given or offered to any individual or
organization or to any intermediaries such as agents, attorneys or other consultants.
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|
D)
|
BOOKS, RECORDS AND ACCOUNTS
: The integrity of the accounting records of the Company is essential. All receipts and expenditures, including personal expense statements must be supported by documents that
accurately and properly describe such expenses. Staff members responsible for approving expenditures or for keeping books, records and accounts for the Company are required to approve and record all expenditures and other entries based upon proper
supporting documents so that the accounting records of the Company are maintained in reasonable detail, reflecting accurately and fairly all transactions of the Company including the disposition of its assets and liabilities. The falsification of
any book, record or account of the Company, the submission of any false personal expense statement, claim for reimbursement of a
non-business
personal expense, or false claim for an employee benefit plan
payment are prohibited. Disciplinary action will be taken against employees who violate these rules, which may result in dismissal.
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E)
|
LAWS AND REGULATIONS
: The activities of the Company must always be in full compliance with applicable laws
and regulations. It is the Companys policy to be in strict compliance with all laws and regulations
applied to our business. We recognize, however, that some laws and regulations may be ambiguous and difficult to interpret. Good faith
efforts to follow the spirit and intent of all laws are expected. To ensure compliance, the Company intends to educate its employees on laws related
to Jennisons activities, which may include periodically issuing bulletins, manuals and
memoranda. Staff members are expected to read all such materials and be familiar with their content. For example, it would constitute a violation of the
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5
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law if Jennison or any of its employees either engaged in or schemed to engage in: i) any manipulative act with a client; or ii) any manipulative practice including a security, such as touting a
security to anyone or the press and executing an order in the opposite direction of such recommendation.
|
This policy is not
intended to discourage or prohibit appropriate communications between employees of Jennison and other market participants and trading counterparties. Please consult with the Chief Compliance Officer or Chief Legal Officer if you have questions about
the appropriateness of any communications.
Other scenarios and the policies that address other potential violations of the law and
conflicts of interest are addressed more fully in Jennisons compliance program and the policies adopted to complement the program which resides on the Jennison Online intranet.
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F)
|
OUTSIDE ACTIVITIES
& POLITICAL AFFILIATIONS
: Jennison Associates does not contribute financial or other support to political parties or candidates for public office except where lawfully
permitted and approved in advance in accordance with procedures adopted by Jennisons Board of Directors. Employees are permitted to make contributions directly to political candidates, parties or causes to the extent permitted by law, provided
such contributions do not impede Jennisons business activities. These contributions are subject to applicable campaign finance law restrictions, state and local pay to play laws and SEC regulations. As such Jennison requires that
all federal, state and local political contributions made by employees and their immediate family members living in the same household be
pre-cleared
through Jennison Compliance Department. For additional
rules and procedures regarding political contributions, please reference the Jennison Associates Political Contributions Pay to Play Policy located on Jennisons Intranet site.... Further, employees may not make use of company
resources and facilities in furtherance of such activities
, e.g.,
mail room service, facsimile, photocopying, phone equipment and conference rooms.
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Legislation generally prohibits the Company or anyone acting on its behalf from making expenditure or contribution of cash or anything else of
monetary value which directly or indirectly is in connection with an election to political office; as, for example, granting loans at preferential rates or providing
non-financial
support to a political
candidate or party by donating office facilities.
Employees are free to seek and hold an elective or appointive public office, provided
you do not do so as a representative of the Company and provided that you notify Compliance prior to engaging in the activity. However, you must conduct campaign activities and perform the duties of the office in a manner that does not interfere
with your responsibilities to the firm.
6
4.
|
COMPLIANCE WITH THE CODE
& CONSEQUENCES IF VIOLATION OCCURS
|
Each year all employees are required to complete a form certifying that they have read this policy, understand their responsibilities, and are
in compliance with the requirements set forth in this statement.
This process should remind us of the Companys concern with ethical
issues and its desire to avoid conflicts of interest or their appearance. It should also prompt us to examine our personal circumstances in light of the Companys philosophy and policies regarding ethics.
Jennison employees are required to complete an attestation verifying that they have complied with all Compliance Program policies and filed
disclosures of personal holdings and corporate affiliations.
Please note that both the Investment Advisers Act of 1940, as amended, and
ERISA both prohibit investment advisers (and its employees) from doing indirectly that which they cannot do directly. Accordingly, any Jennison employee who seeks to circumvent the requirements of this Code of Ethics and any of the policies that
follow, or otherwise devise a scheme where such activity would result in a violation of these policies indirectly will be deemed to be a violation of the applicable policy and will be subject to the full impact of any disciplinary action taken by
Jennison as if such policies were violated directly.
It should be further noted that, and consistent with all other Jennison policies and
procedures, failure to uphold the standards and principles as set forth herein, or to comply with any other aspect of these policies and procedures will be addressed by Legal and Compliance. Jennison reserves the right to administer whatever
disciplinary action it deems necessary based on the facts, circumstances and severity of the violation or conflict. Disciplinary action can include termination of employment.
7
S
ECTION
II
JENNISON ASSOCIATES PERSONAL TRADING POLICY
1.
|
GENERAL POLICY AND PROCEDURES
|
The management of Jennison Associates is fully
aware of and in no way wishes to deter the security investments of its individual employees. The securities markets, whether equity, fixed income, international or domestic; offer individuals alternative methods of enhancing their personal
investments.
Due to the nature of our business and our fiduciary responsibility to our client funds, we must protect the firm and its
employees from the possibilities of both conflicts of interest and illegal insider trading in regard to their personal security transactions. It is the duty of Jennison and its employees to place the interests of clients first and to avoid all
actual or potential conflicts of interest. It is important to consider all sections to this combined policy to fully understand how best to avoid potential conflicts of interests and how best to serve our clients so that the interests of Jennison
and its employees do not conflict with those of its clients when discharging its fiduciary duty to provide fair, equitable and unbiased investment advice to such clients.
Jennison employees are prohibited from short- term trading or market timing mutual funds and variable annuities managed by Jennison other than
those that permit such trading, as well as Prudential affiliated funds and variable annuities, and must comply with any trading restrictions established by Jennison to prevent market timing of these funds.
We have adopted the following policies and procedures on employee personal trading to reasonably ensure against actual or potential conflicts
of interest that could lead to violations of federal securities law, such as short- term trading or market timing of affiliated mutual funds, as described in the preceding sections of this policy. To prevent the rapid trading of certain mutual funds
and variable annuities, Jennison employees may not engage in a sale transaction within 60 days of the last purchase with respect to the mutual funds and variable annuities listed on the attached Exhibit D (Covered Funds). Jennison
employees are also required to arrange for the reporting of Covered Funds transactions under this policy identified in Exhibit D. This policy
does not
apply to money market mutual funds. These policies and procedures are in addition to those
set forth in the Code of Ethics. However, the standards of professional conduct as described in such policies must be considered when a Jennison employee purchases and sells securities on behalf of either their own or any other account for which the
employee is considered to be the beneficial owner, other than those accounts over which the Jennison employee does not exercise investment discretion as more fully described in this personal trading policy.
8
All Jennison employees are required to comply with such policies and procedures in order to avoid
the penalties set forth herein.
2.
|
PERSONAL TRANSACTION REPORTING REQUIREMENTS
|
Jennison employees are required to
provide Jennison with reports concerning their securities holdings and transactions, as described below. Jennison also has regulatory obligations that require the retention of records that include Jennisons policies and procedures, including
Code of Ethics, names of Jennisons access personnel including those employees no longer employed by Jennison, their holdings and transaction reports, acknowledgements,
pre-approvals,
violations and the
disposition thereof, exceptions to any policy, every transaction in securities in which any of its personnel has any direct or indirect beneficial ownership, except transactions effected in any account over which neither the investment adviser nor
any advisory representative of the investment adviser has any direct or indirect influence or control and transactions in securities which are direct obligations of the United States, high-quality short-term instruments and unaffiliated mutual funds
and variable annuities. For purposes of this policy, mutual funds and annuities that are exempt from this recordkeeping requirement are money market funds and funds that are either not managed by Jennison or affiliated with Prudential. This
requirement applies to all securities accounts in which an employee has a beneficial interest, including the following:
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Personal accounts of an employee,
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Accounts in which your spouse has a beneficial interest,
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Accounts in which your minor children or any dependent family member has a beneficial interest,
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Joint or
tenant-in-common
accounts in which the employee is a participant,
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Accounts of any individual to whose financial support the employee materially contributes,
1
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Accounts for which the employee acts as trustee, executor or custodian, and
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Accounts over which the employee exercises control or has any investment discretion.
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These accounts are
referred to as Covered Accounts within this policy.
However, the above requirements do not apply if the investment decisions for the above
mentioned account(s) are made by an independent investment manager in a fully discretionary account (Discretionary Account). In order to take advantage of this exemption, a fully executed copy of such discretionary account agreement(s)
must be provided to Compliance for review and approval. Jennison recognizes that some of its employees may, due to their living arrangements, be uncertain as to their obligations under this Personal Trading Policy. If an employee has any question or
doubt as to whether an account is subject to this policy, he or she must consult with the Compliance or Legal Departments as to their status and obligations with respect to the account in question. Please refer to Jennisons Record Management
Policy located on the Jennison Online compliance website for a complete list of records and retention periods.
1
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For example, this would include individuals with whom you share living expenses, bank accounts, rent or mortgage payments, ownership of a home, or any other material financial support.
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9
In addition, Jennison, as a
sub-adviser
to investment
companies registered under the Investment Company Act of 1940 (
e.g.
, mutual funds), is required by Rule
17j-1
under the Investment Company Act to review and keep records of personal investment
activities of access persons of these funds, unless the access person does not have direct or indirect influence or control of the accounts. An access person is defined as any director, officer, general partner or Advisory
Person of a Fund or Funds Investment Adviser. Advisory Person is defined as any employee of the Fund or investment adviser (or of any company in a control relationship to the Fund or investment adviser) who, in connection with his
or her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of investments by a Fund, or whose functions relate to the making of any recommendations with respect to the purchases or sales.
Jennisons access persons and advisory persons include Jennisons employees and any other persons that Jennison may designate.
All Jennison employees are Access Persons and are subject to the
following reporting requirements. Access Persons are required to report all transactions, as set forth on Exhibit A, including activity in Prudential affiliated and Jennison managed mutual funds, as well as affiliated variable annuities or Covered
Funds. A list of these funds and variable annuities is attached hereto as Exhibit D. This requirement applies to all accounts in which Jennison employees have a direct or indirect beneficial interest, as previously described. All Access Persons are
required to provide the Compliance Department with the following:
|
1)
|
INITIAL HOLDINGS REPORTS
:
|
Within 10 days of commencement of
becoming an access
person,
an initial holdings report detailing all personal investments (including private placements, and index futures contracts and options thereon, but excluding automatic investment plans approved by Compliance, all direct obligation
government, such as US Treasury securities, mutual funds and variable annuities that are not Covered Funds and short-term high quality debt instruments) must be submitted to Compliance. The report should contain the following information, and must
be current, not more than 45 days prior to becoming an access person:
|
a.
|
The title, number of shares and principal amount of each investment in which the Access Person had any direct or indirect beneficial ownership;
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|
b.
|
The name of any broker, dealer or bank with whom the Access Person maintained an account in which any securities were held for the direct or indirect benefit of the Access Person; and
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c.
|
The date that the report is submitted by the Access Person.
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10
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a.
|
Transaction Reporting
:
|
Within 30 days after the end of a calendar quarter, with respect
to any transaction, including activity in Covered Funds, during the quarter in investments in which the Access Person had any direct or indirect beneficial ownership:
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i)
|
The date of the transaction, the title, the interest rate and maturity date (if applicable), the number of shares and the principal amount of each investment involved;
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ii)
|
The nature of the transaction (
i.e.
, purchase, sale or any other type of acquisition or disposition);
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iii)
|
The price of the investment at which the transaction was effected;
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iv)
|
The name of the broker, dealer or bank with or through which the transaction was effected; and
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v)
|
The date that the report is submitted by the Access Person.
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b.
|
Personal Securities Account Reporting
:
|
Within 30 days after the end of a calendar
quarter, with respect to any account established by the Access Person (including Discretionary Accounts) in which any securities were held during the quarter for the direct or indirect benefit of the Access Person:
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i)
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The name of the broker, dealer or bank with whom the Access Person established the account;
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ii)
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The date the account was established; and
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iii)
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The date that the report is submitted by the Access Person.
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To facilitate compliance with
this reporting requirement, Jennison Associates requires that a duplicate copy of all trade confirmations and brokerage statements be supplied directly to Jennison Associates Compliance Department and to Prudentials Corporate Compliance
Department, other than transactions in a Discretionary Account. Access Persons are required to notify the Compliance Department of any Covered Fund including accounts of all household members, held directly with the fund. The Compliance Department
must also be notified prior to
11
the creation of any new personal investment accounts so that we may request that duplicate statements and confirmations of all trading activity (including mutual funds) be sent to the Compliance
Department. Although Discretionary Accounts are exempt from the reporting requirements described above, this notification provision is applicable only to the opening of any new Discretionary Account(s).
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3)
|
ANNUAL HOLDINGS REPORTS
:
|
Annually, the following information (which information must be
current as of a date no more than 45 days before the report is submitted):
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a.
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The title, number of shares and principal amount of each investment, including investments set forth Covered Funds, in which the Access Person had any direct or indirect beneficial ownership;
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b.
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The name of any broker, dealer or bank with whom the Access Person maintains an account (includes any Discretionary Account(s)) in which any securities are held for the direct or indirect benefit of the Access Person;
and
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c.
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The date that the report is submitted by the Access Person.
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4)
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A copy of all discretionary investment advisory contracts or agreements between the officer, director or employee and his investment advisors.
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Please note that Access Persons may hold and trade Covered Funds listed through Authorized Broker/Dealers, Prudential Mutual Fund Services,
the Prudential Employee Savings Plan (PESP), and the Jennison Savings Plan. As indicated above, purchases and sales within a 60 day period are prohibited with respect to Covered Funds, other than money market funds. It should also be
noted that transacting in the same Covered Funds in opposite directions on the same day and at the same NAV will not be considered market timing for purposes of this policy, as such activity would not result in a gain to the employee.
In addition, Access Persons may maintain accounts with respect to certain Covered Funds directly with the fund company, provided that
duplicate confirms and statements are provided to the Compliance Department.
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B)
|
OTHER PERSONS DEFINED BY JENNISON AS ACCESS PERSONS
|
Other Persons Defined by Jennison
as Access Persons, pursuant to Rule
204A-1
under the Investment Advisers Act of 1940, as amended, include individuals who in connection with his or her regular functions or duties may obtain information
regarding the purchase or sale of investments by Jennison on behalf of its clients. These individuals or groups of individuals are identified on Exhibit C and will be required to comply with such policies and procedures that Jennison deems necessary
to reasonably ensure that the interests of our clients are not in any way compromised. These policies and procedures are specified on Exhibit C.
12
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3.
|
PRE-CLEARANCE
PROCEDURES
|
All employees
of Jennison Associates may need to obtain
pre-approval
from Jennisons Compliance Department prior to effecting transactions in any securities (
except
for those securities described in
Exhibit A) in Covered Accounts (as defined in Section II, paragraph 2). Employees are not required to obtain
pre-approval
for exchange traded funds (ETFs) that replicate the performance of the
broad based indices or commodities listed on Exhibit B. This includes those ETFs that correspond to the daily performance or inverse performance of the broad based indices or commodities listed on Exhibit B. Determination as to whether or not a
particular transaction requires
pre-approval
should be made by consulting the Compliance and Reporting of Personal Transactions Matrix found on Exhibit A.
The Compliance Department will make its decision of whether to
pre-approve
the proposed trade on the
basis of the personal trading restrictions set forth below. Notification of approval or denial to trade is promptly provided except in the case of private placement requests which require further review. Please note that the approval granted will be
valid
only
for that day in which the approval has been obtained; provided, however, that approved orders for securities traded in certain foreign markets may be executed within 2 business days from the date
pre-clearance
is granted. In other words, if a trade was not effected on the day for which approval was originally sought, a new
pre-clearance
request must be
re-entered
on each subsequent day in which trading may occur. Or, if the security for which approval has been granted is traded on foreign markets, approval is valid for an additional day (
i.e.
, the day for
which approval was granted and the day following the day for which approval was granted).
Only transactions where the investment
decisions for the account are made by an independent investment manager in a fully Discretionary Account (including managed accounts) will be exempt from the
pre-clearance
procedures, except for those
transactions that are directed by an employee in a Jennison managed account. Copies of the agreement of such discretionary accounts must be submitted to the Compliance Department for review and records retention.
Notice of your intended securities activities must be submitted for approval prior to effecting any transaction for which prior approval is required.
Key information, but not limited to, the ticker, the nature of the transaction (purchase or sale) and the estimated value of the trade, must be entered on your
pre-clearance
request. If proper procedures are
not complied with, action will be taken against the employee. The violators may be asked to reverse the transaction and/or transfer the security or profits gained over to the accounts of Jennison Associates. In addition, penalties for personal
trading violations shall be determined in accordance with the penalties schedule set forth in Section 5, Penalties for Violating Jennison Associates Personal Trading Policies. Each situation and its relevance will be given due
weight.
|
4.
|
PERSONAL TRADING POLICY
|
The following rules, regulations and restrictions apply
to the personal security transactions of all employees. These rules will govern whether clearance for a proposed transaction will be granted. These rules also apply to the sale of securities once the purchase of a security has been
pre-approved
and completed.
13
No director, officer or employee of the Company may effect for Covered Accounts as
defined in Section II paragraph 2, any transaction in a security, or recommend any such transaction in a security, of which, to his/her knowledge, the Company has either effected or is contemplating effecting the same for any of its clients, if such
transaction would in any way conflict with, or be detrimental to, the interests of such client, or if such transaction was effected with prior knowledge of material,
non-public
information, or any other
potential conflict of interest as described in the sections preceding this personal trading policy.
Except in particular cases in which
Jennisons Compliance Department has determined in advance that proposed transactions would not conflict with the foregoing policy, the following rules shall govern all transactions (and recommendations) by all Jennison employees for their
Covered Accounts. The provisions of the following paragraphs do not necessarily imply that Jennisons Compliance Department will conclude that the transactions or recommendations to which they relate are in violation of the foregoing policy,
but rather are designed to indicate the transactions for which
prior
approval
should be obtained to ensure that no actual, potential or perceived conflict occurs.
|
1)
|
Company personnel may not purchase any security recommended, or proposed to be recommended to any client for purchase, nor any security purchased or proposed to be purchased for any client may be purchased by any
corporate personnel if such purchase will interfere in any way with the orderly purchase of such security by any client.
|
|
2)
|
Company personnel may not sell any security recommended, or proposed to be recommended to any client for sale, nor any security sold, or proposed to be sold, for any client may be sold by any corporate personnel if such
sale will interfere in any way with the orderly sale of such security by any client.
|
|
3)
|
Company personnel may not sell any security after such security has been recommended to any client for purchase or after being purchased for any client Company personnel may not purchase a security after being
recommended to any client for sale or after being sold for any client, if the sale or purchase is effected with a view to making a profit on the anticipated market action of the security resulting from such recommendation, purchase or sale.
|
|
4)
|
In order to prevent even the appearance of a violation of this rule or a conflict of interest with a client account,
you should refrain from trading in the
seven
(7)
calendar days before and after
Jennison trades in that security. This restriction does not apply to certain Jennison trading activity. Examples include:
|
14
(1) trading activity that occurs in Jennison Managed Account (JMA) when either
implementing a
pre-existing
model for new accounts or in situations where JMA trading activity is generated due to cash flow instructions from the managed account sponsor.
(2) program trades, whereby the portfolio manager will instruct the trading desk to take a slice of the portfolio. Program trades
are a tool used by the portfolio manager to spend or raise cash and at the same time generally maintain the current portfolios security weightings.
(3) trades that are determined quantitatively.
Securities in a program trade and those that are determined quantitatively will be exempt from the 7 day blackout period, subject to the
following conditions:
|
|
|
Employee trades require
pre-clearance.
|
|
|
|
Employee attests to not having knowledge of trading in that particular security.
|
|
|
|
Security must have a market capitalization equal to or greater than $1 billion.
|
|
|
|
For trades in securities with a market capitalization of at least $1 billion but less than $5 billion, an employees investment will be capped at $10,000 over a rolling seven (7) calendar day period.
|
|
|
|
For trades in security with a market capitalization greater than $5 billion, an employees investment will be capped at $50,000 over a rolling seven (7) calendar day period.
|
If an employee trades during a blackout period, reversal of the trade and disgorgement may be required. For example, if a
non-investment
professional employees trade is
pre-approved
and executed and subsequently, within seven days of the transaction, the Firm trades on behalf of
Jennisons clients, the Jennison Compliance Department will review the personal trade in light of firm trading activity and make a recommendation as to whether additional action should be taken.
In those circumstances where an investment professional (portfolio manager, research analyst and trader) personally trades
within seven days of firm trading, the Chief Compliance Officer, Chief Legal Officer and Senior Management will determine on a
case-by-case
basis the appropriate action.
Regardless of the actual impact to clients, the perceived conflict of interest and appearance may determine that the employee be required to
reverse the trade and disgorge to the firm any difference due to an incremental price advantage over the
clients transaction.
All employees of Jennison Associates are prohibited from
profiting in Covered Accounts from the purchase and sale, or the sale and purchase of the same or equivalent securities within 60 calendar days. All employees are prohibited from executing a purchase and sale of the Covered Funds that appear on
Exhibit D during any
60-day
15
period
2
. Any profits realized from the purchase and sale or the sale and purchase of the same (or equivalent) securities within the 60 day
restriction period, shall be disgorged to the firm. Any profits realized from the purchase and sale of the Covered Funds shall be disgorged to the firm, or as otherwise deemed appropriate by the Compliance Council.
In addition, the last in, first out (LIFO) method will be used in determining if any exceptions have occurred in
the same or equivalent securities or any Covered Fund Certain limited exceptions to this holding period are available and must be approved by the Chief Compliance Officer or her designee prior to execution. Exceptions to this policy include, but are
not limited to, hardships and extended disability. Automatic investment and withdrawal programs and automatic rebalancing are permitted transactions under the policy.
The prohibition on short-term trading shall not apply to trading of ETFs that replicate the performance of a broad based index,
index options and index futures contracts and options on index futures contracts on broad based indices. However, trades related to
non-broad
based index transactions remains subject to the
pre-clearance
procedures and other applicable procedures. A list of broad-based indices and commodities exempt from
pre-clearance
is provided on Exhibit B.
C) Jennison employees may not purchase any security if the purchase would deprive any of Jennisons clients of an
investment opportunity, after taking into account (in determining whether such purchase would constitute an investment opportunity) the clients investments and investment objectives and whether the opportunity is being offered to corporate
personnel by virtue of his or her position at Jennison.
D) Jennison employees may not purchase
new issues
of
either common stock, fixed income securities
or
convertible securities
in Covered Accounts except in accordance with item E below. This prohibition does not apply to new issues of shares of
open-end
investment companies. All Jennison employees shall also obtain approval of the Compliance Department and Chief Investment Officer before initiating any purchase of securities on a
private placement
basis. Such approval will take
into account, among other factors, whether the investment opportunity should be reserved for Jennisons clients and whether the opportunity is being offered to the employee by virtue of his or her position at Jennison.
E) Subject to the
pre-clearance
and reporting procedures, Jennison employees may
purchase securities on the date of issuance, provided that such securities are acquired in the secondary market. Upon requesting approval of such transactions, employees must acknowledge that he or she is aware that such request for approval may not
be submitted until
after
the security has been issued to the public and is trading at prevailing market prices in the secondary market.
F) Subject to the
pre-clearance
and reporting procedures, Jennison employees may effect
purchases upon the exercise of rights issued by an issuer
pro rata
to all
2
|
For the Jennison Associates Savings Plan, transactions due to automatic payroll deductions, company match,
hardship withdrawals, loans and automatic rebalancing transactions are exempt from the 60 day requirement.
|
16
holders of a class of its securities, to the extent that such rights were acquired from such issuer, and sales of such rights so acquired. In the event that approval to exercise such rights is
denied, subject to
pre-clearance
and reporting procedures, corporate personnel may obtain permission
to sell
such rights on the last day that such rights may be traded.
G) Transactions in index futures contracts and index options effected on a broad-based index or commodity listed on Exhibit B
do not require
pre-clearance
but are subject to the reporting requirements. This includes those index future contracts and index options that correspond to the daily performance or inverse performance of the
broad based indices or commodities listed on Exhibit B.
H)
*
No
employee of Jennison Associates may short sell or
purchase put options or write call options on securities that represent a long position in any portfolios managed by Jennison on behalf of its clients. Conversely, no employee may sell put
options, or purchase either the underlying security or call options that represent a short position which was derived from a fundamental, bottom up research decision in a Jennison client portfolio. Employees may take long positions and the
economically equivalent transactions where the short sales in client accounts are in quantitatively managed strategies, subject to the following conditions:
|
|
|
Employee trades require
pre-clearance.
|
|
|
|
Employee attests to not having knowledge of trading in that particular security.
|
|
|
|
Security must have a market capitalization equal to or greater than $1 billion.
|
|
|
|
For trades in securities with a market capitalization of at least $1 billion but less than $5 billion, an employees investment will be capped at $10,000 over a rolling seven (7) calendar day period.
|
|
|
|
For trades in securities with a market capitalization greater than $5 billion, an employees investment will be capped at $50,000 over a rolling seven (7) calendar day period.
|
*
|
These restrictions do not apply if the underlying security of the option does not require
pre-approval
under this policy.
|
Any profits realized from such transactions shall be disgorged to the Firm. All options
and short sales are subject to
the
pre-clearance
rules.
All employees are prohibited from selling short including
short sales against the box and from participating in any options or futures transactions on any securities issued by Prudential, except in connection with bona fide hedging strategies (e.g., covered call options and protected put
options). However, employees are prohibited from buying or selling options to hedge their financial interest in employee stock options granted to them by Prudential.
|
I)
|
No employee of Jennison Associates may participate in investment clubs.
|
17
J) While participation in employee stock purchase plans and employee stock option
plans need not be
pre-approved,
copies of the terms of the plans should be provided to the Compliance Department as soon as possible. Jennison employees must obtain
pre-approval
for any discretionary disposition of securities or discretionary exercise of options acquired pursuant to participation in an employee stock purchase or employee stock option plan,
except
for the exercise of Prudential options and/or the purchase or sale of Prudential common stock (this exception does not apply to Designated Employees). All such transactions, however, must be reported. Nondiscretionary
dispositions of securities or exercise are not subject to
pre-approval.
Additionally, Jennison employees should report holdings of such securities and options on an annual basis.
K) Subject to
pre-clearance,
long-term investing through direct stock purchase plans is permitted. The
terms of the plan, the initial investment, and any notice of intent to purchase through automatic debit must be provided to and approved by the Jennison Compliance Department. Any changes to the original terms of approval,
e.g.,
increasing,
decreasing in the plan, as well as any sales or discretionary purchase of securities in the plan must be submitted for
pre-clearance.
Termination of participation in such a plan must be reported to Compliance.
Provided that the automatic monthly purchases have been approved by the Jennison Compliance Department, each automatic monthly purchase need not be submitted for
pre-approval.
Profits realized for
purposes of applying the ban on short-term trading will be determined by matching the proposed discretionary purchase or sale transaction against the most recent discretionary purchase or sale, as applicable, not the most recent automatic purchase
or sale (if applicable). Additionally, holdings should be disclosed annually.
|
L)
|
DESIGNATED PERSONS: REQUIREMENTS FOR TRANSACTIONS IN SECURITIES ISSUED BY PRUDENTIAL
|
A Designated Person is an employee who, during the normal course of his or her job has routine access to material, nonpublic
information about Prudential, including information about one or more business units or corporate level information that may be material about Prudential. Employees that have been classified as Designated Persons have been informed of their status.
Designated Persons are permitted to exercise their Prudential options and trade in Prudential common stock (symbol:
PRU) only during certain open trading windows. Trading windows will be closed for periods surrounding the preparation and release of Prudential financial results. Approximately 24 hours after Prudential releases its quarterly
earnings to the public, the trading window generally opens and will remain open until approximately three weeks before the end of the quarter. Designated Persons will be notified by the Compliance Department announcing the opening and closing of
each trading window.
18
Designated Persons are required to obtain
pre-clearance
approval from Prudential in order to trade in Prudential common stock, exercise their Prudential options or engage in any transactions under the Prudential Stock Purchase Plan (PSPP)
during the open trading window period. To request
pre-clearance
approval, Designated Persons are required to complete a
pre-clearance
form for Prudential.
These forms can be obtained from the Compliance Department. The Compliance Department will notify the Designated Person if their request has been approved or denied. All other
pre-clearance
rules and
restrictions apply.
|
M)
|
JENNISON EMPLOYEE PARTICIPATION IN SEPARATELY MANAGED ACCOUNTS (SMA)
|
All eligible employees must adhere to the following conditions in order to open an account in a SMA program; commonly referred
to wrap programs:
❑ All employees may open a SMA in any managed account program, including those that offer
Jennison-managed strategies.
❑ All transactions in any SMA account for which a Jennison employee has discretion
(e.g. tax selling) will be subject to the
pre-clearance
and applicable blackout period requirement of this policy.
|
N)
|
EXCEPTIONS TO THE PERSONAL TRADING POLICY
|
Notwithstanding the foregoing
restrictions
,
exceptions to certain provisions (
e.g
., blackout period,
pre-clearance
procedures, and short-term trading) of the Personal Trading Policy may be granted on a
case-by-case
basis
by Jennison when no abuse is involved and the facts of the situation strongly support an exception to the rule.
Investments in the following instruments are not bound to the rules and restrictions as set forth above and may be made without
the approval of the Jennison Compliance Department: direct government obligations (Bills, Bonds and Notes), money markets, commercial paper, repurchase orders, reverse repurchase orders, bankers acceptance, bank certificates of deposit, municipal
bonds, ETFs on a broad based index or commodity noted in Exhibit B, currency or investment product where the underlying asset is a currency unit, and other high quality short-term debt
instrument
3
. Although not subject to
pre-clearance,
Covered Funds listed on Exhibit D, are subject to reporting and a ban on short term trading,
i.e
.
buying and selling within 60 days.
5.
|
MONITORING/ADMINISTRATION
|
The Jennison Associates
Compliance Department will maintain and enforce this policy and the Chief Compliance Officer (CCO), or her designee(s), will be directly responsible for reasonably assuring for monitoring compliance with the policy. If such authority is
delegated to another compliance professional, a means of reporting deficiencies to the CCO, with respect to any one of the policies as set forth in this combined document, must be established to ensure the CCO is aware of all violations.
3
|
High Quality Short-Term Debt Instrument means any instrument having a maturity at issuance of less
than 366 days and which is rated in one of the highest two rating categories by a Nationally Recognized Statistical Rating Agency (
e.g.
Moodys and S&P).
|
19
Requests for exceptions to the policy will be provided to the Jennison CCO or her designee and
from time to time shared with the Prudential Personal Securities Trading Department and Jennisons Compliance Council. While Jennison has primary responsibility to administer its own Personal Trading Policy, Prudential will assist Jennison by
monitoring activity in Prudential mutual funds and variable annuities, as well as Jennison funds in Jennison Savings and Pension Plans, and identifying violations to the ban on short term trading, as described in this policy.
As part of monitoring compliance with these policies, Compliance will employ various monitoring techniques, that may consist of
but not limited to, reviewing personal securities transactions to determine whether the security was
pre-cleared,
compare personal securities requests against a firm-wide (includes affiliates of Prudential) or
Jennison specific restricted list(s), receiving exception reporting to monitor Jennison 7 day black out period, as described above.
In addition, as indicated above, short term or market timing trading in any Covered Fund identified in Exhibit D, represents a
significant conflict of interest for Jennison and Prudential. Market timing any of these investment vehicles may suggest the use of inside information namely, knowledge of portfolio holdings or contemplated transactions acquired or
developed by an employee for personal gain. The use of such information constitutes a violation of the law that can lead to severe disciplinary action against Jennison and its senior officers. Therefore, trading activity in certain Covered Funds
will be subject to a heightened level of scrutiny. Jennison employees who engage in short term trading of such funds can be subject to severe disciplinary action, leading up to and including possible termination.
6.
|
PENALTIES FOR VIOLATIONS OF JENNISON ASSOCIATES PERSONAL TRADING POLICIES
|
Violations of Jennisons Personal Trading Policy and Procedures, while in most cases may be inadvertent, must not occur. It is important
that every employee abide by the policies established by the Board of Directors. Penalties will be assessed in accordance with the schedules set forth below.
These, however, are minimum penalties.
THE FIRM RESERVES THE RIGHT TO TAKE ANY
OTHER APPROPRIATE ACTION, INCLUDING BUT NOT LIMITED TO SUSPENSION OR TERMINATION OF EMPLOYMENT.
All violations and
penalties imposed will be reported to Jennisons Compliance Council.
20
|
A)
|
PENALTIES FOR FAILURE TO SECURE
PRE-APPROVAL
|
The minimum penalties for failure to
pre-clear
personal securities transactions include
possible reversal of the trade, possible disgorgement of profits, possible suspension, and possible reduction in discretionary bonus as well as the imposition of additional cash penalties to the extent permissible by applicable state law
.
1)
FAILURE TO
PRE-CLEAR
PURCHASE
Depending on the circumstances of the violation, the individual may be asked to reverse the trade (
i.e.
, the securities
must be sold). Any profits realized from the subsequent sale must be turned over to the firm.
Please note:
The sale or reversal of such trade must be submitted for
pre-approval
.
2)
FAILURE TO
PRE-CLEAR
SALES THAT RESULT IN LONG-TERM CAPITAL GAINS
Depending on the circumstances of the violation, the firm may require that profits realized from the sale of securities that
are defined as long-term capital gains by Internal Revenue Code (the IRC) section 1222 and the rules there under, as amended, to be turned over to the firm, subject to the following maximum amounts:
|
|
|
JALLC Position
|
|
Disgorgement Penalty*
|
Senior Vice Presidents, Managing Directors and above
|
|
Realized long-term capital gain, up to $10,000.00
|
|
|
Vice Presidents, Assistant Vice Presidents and Principals
|
|
Realized long-term capital gain, up to $5,000.00
|
|
|
All other JALLC Personnel
|
|
25% of the realized long-term gain, irrespective of taxes, up to $3,000.00
|
*
|
Penalties will be in the form of fines to the extent permissible by law, suspension, or the reduction of discretionary bonus.
|
3)
FAILURE TO
PRE-CLEAR
SALES THAT RESULT IN SHORT-TERM CAPITAL GAINS
Depending on the nature of the violation, the firm may require that all profits realized from sales that result in profits that
are defined as short-term capital gains by IRC section 1222 and the rules there under, as amended, be disgorged irrespective of taxes. Please note, however, any profits that result from violating the ban on short-term trading are
addressed in section 6.C), Penalty for Violation of Short-Term Trading.
21
4)
ADDITIONAL CASH PENALTIES
|
|
|
|
|
|
|
VPs, Managing Directors and
Above*
|
|
Other JALLC Personnel
including Principals*
|
First Offense
|
|
None
|
|
None
|
Second Offense
|
|
$1,000
|
|
$200
|
Third Offense
|
|
$2,000
|
|
$300
|
Fourth Offense
|
|
$3,000
|
|
$400
|
Fifth Offense
|
|
$4,000 & Automatic Notification of the Board of Directors
|
|
$500 & Automatic Notification of the Board of Directors
|
Notwithstanding the foregoing, Jennison reserves the right to notify the Board of Directors for any
violation.
Penalties shall be assessed over a rolling three year period. For example, if over a three year period
(year 1 through year 3), a person had four violations, two in year 1, and one in each of the following years, the last violation in year 3 would be considered a fourth offense. However, if in the subsequent year (year 4), the person only had one
violation of the policy, this violation would be penalized at the third offense level because over the subsequent three year period (from year 2 through year 4), there were only three violations. Thus, if a person had no violations over a three year
period, a subsequent offense would be considered a first offense, notwithstanding the fact that the person may have violated the policy prior to the three year period.
*
|
Penalties will be in the form of fines to the extent permissible by law, suspension, or the reduction of discretionary bonus.
|
B)
|
FAILURE TO COMPLY WITH REPORTING REQUIREMENTS
|
Such violations occur if
Jennison does not receive a broker confirmation within ten (10) business days following the end of the quarter
in which a transaction occurs or if Jennison does not routinely receive brokerage statements. Evidence of written
notices to brokers of Jennisons requirement and assistance in resolving problems will be taken into consideration in determining the appropriateness of penalties.
|
|
|
|
|
|
|
VPs, Managing Directors
and Above *
|
|
Other JALLC Personnel
including Principals*
|
First Offense
|
|
None
|
|
None
|
Second Offense
|
|
$200
|
|
$50
|
Third Offense
|
|
$500
|
|
$100
|
Fourth Offense
|
|
$600
|
|
$200
|
Fifth Offense
|
|
$700 & Automatic Notification of the Board
|
|
$300 & Automatic Notification of the Board
|
*
|
Penalties will be in the form of fines to the extent permissible by law, suspension, or the reduction of discretionary bonus.
|
22
Notwithstanding the foregoing, Jennison reserves the right to notify the Board of Directors
for any violation.
C)
|
PENALTY FOR VIOLATION OF SHORT-TERM TRADING IN SECURITIES
|
Any profits
realized from the purchase and sale or the sale and purchase of the same (or equivalent) securities shall be disgorged to the firm. The last in, first out (LIFO) method will be used in determining if any exceptions have occurred in the
same or equivalent securities. Profits realized on such transactions must be disgorged.
D)
|
PENALTY FOR VIOLATIONS OF SHORT-TERM TRADING IN COVERED FUNDS
|
Access
Persons are required to hold Covered Funds for a period of at least 60 calendar days. Any profits realized from the purchase and sale of any Covered Fund that appears on Exhibit D within 60 calendar days, shall be disgorged to the firm, or as
otherwise deemed appropriate by the Compliance Council. The purchase and related sale will be determined on a last in, first out (LIFO) basis.
E)
|
OTHER POLICY INFRINGEMENTS WILL BE DEALT WITH ON A
CASE-BY-CASE
BASIS
|
Penalties will be commensurate with the severity of the violation.
Serious violations would include:
|
❑
|
Failure to abide by the determination of the Jennison Compliance Department.
|
Failure to submit
pre-approval
for securities in which Jennison actively trades.
Profits disgorged to the firm shall be donated to a
charitable organization selected by the firm in the name of the firm. Such funds may be donated to such organization at such time as the firm determines.
23
|
A)
|
POLICIES AND PROCEDURES REVISIONS
|
These policies and procedures (Code
of Ethics, and Personal Trading Policy and Procedures) may be changed, amended or revised as frequently as necessary in order to accommodate any changes in operations or by operation of law. Any such change, amendment or revision may be made only by
Jennison Compliance in consultation with the business groups or areas impacted by these procedures and consistent with applicable law. Such changes will be promptly distributed to all impacted personnel and entities.
The Jennison Chief Compliance Officer shall be responsible
for the administration of this Policy. Jennison Compliance continuously monitors for compliance with these policies and procedures, as set forth herein, through its daily
pre-clearance
process and other means
of monitoring, as described above in section 5, Monitoring/Administration. This data that is reviewed and our other means of monitoring ensure that employees are in compliance with the requirements of these policies and procedures. All material
obtained during this review, including any analysis performed, reconciliations, violations (and the disposition thereof), exceptions granted is signed by compliance and retained in accordance with section 2, Personal Transaction Reporting
Requirements, above.
In addition, this Code of Ethics and Personal Trading Policy will be reviewed annually for adequacy
and effectiveness. Any required revisions will be made consistent with section A above.
24
EXHIBIT A
COMPLIANCE AND REPORTING OF PERSONAL TRANSACTIONS MATRIX
|
|
|
|
|
|
|
|
|
Investment Category/Method
|
|
Sub-Category
|
|
Required
Pre-Approval
(Y/N)
|
|
Reportable
(Y/N)
|
|
If reportable,
minimum
reporting
frequency
|
BONDS
|
|
Treasury Bills, Notes, Bonds
|
|
N
|
|
N
|
|
N/A
|
|
|
Commercial Paper
|
|
N
|
|
N
|
|
N/A
|
|
|
Other High Quality Short-Term Debt Instrument
4
|
|
N
|
|
N
|
|
N/A
|
|
|
Agency
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Tax Free Auction Rate Securities
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Non tax free Auction Rate Securities
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Corporates
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
MBS
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
ABS
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
CMOs
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Municipals
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Convertibles
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Public Offering
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
|
|
|
STOCKS
|
|
Common
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Preferred
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Rights
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Warrants
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Initial, Secondary and Follow On Public Offerings
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Automatic Dividend Reinvestments
|
|
N
|
|
N
|
|
N/A
|
|
|
Optional Dividend Reinvestments
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Direct Stock Purchase Plans with automatic
investments
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Employee Stock Purchase/Option Plan
|
|
Y*
|
|
Y
|
|
*
|
|
|
|
|
|
OPEN-END
MUTUAL FUNDS AND ANNUITIES
|
|
Affiliated Investments see Exhibit D.
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Non-Affiliated
Funds, not managed by Jennison.
|
|
N
|
|
N
|
|
N/A
|
|
|
|
|
|
CLOSED END FUNDS,
UN UNIT INVESTMENT TRUSTS and ETF
|
|
All Affiliated &
Non-Affiliated
Funds
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Exchange Traded Funds (ETF)
5
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Holders
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
|
|
|
DERIVATIVES
|
|
Any exchange traded, NASDAQ, or OTC option or futures contract, including, but not limited
to:
|
|
|
|
|
|
|
|
|
Financial Futures
|
|
**
|
|
Y
|
|
Quarterly
|
|
|
Commodity Futures
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Options on Futures
|
|
**
|
|
Y
|
|
Quarterly
|
|
|
Options on Securities
|
|
**
|
|
Y
|
|
Quarterly
|
4
|
High Quality Short-Term Debt Instrument means any instrument having a maturity at issuance of less than 366 days and which is rated in one of the highest two rating categories by a Nationally Recognized
Statistical Rating Agency (Moodys and S&P).
|
*
|
Pre-approval of the sales of securities or exercising of options acquired through employee stock purchase or employee stock option plans are required, except for the exercise of Prudential options (this exception does
not apply to certain Designated Employees). Holdings are required to be reported annually; transactions subject to
pre-approval
are required to be reported quarterly.
Pre-approval
is not required to participate in such plans, unless you are a Designated Employee.
|
4
|
These securities which are effected on a broad based index or commodity as indicated on Exhibit B do not require
pre-clearance.
|
25
|
|
|
|
|
|
|
|
|
Investment Category/Method
|
|
Sub-Category
|
|
Required
Pre-Approval
(Y/N)
|
|
Reportable
(Y/N)
|
|
If
reportable,
minimum
reporting
frequency
|
|
|
Non-Broad
Based Index Options
|
|
Y
|
|
Y
|
|
Quarterly
|
DERIVATIVES (cont.)
|
|
Non Broad Based Index Futures Contracts and Options on
Non-Broad
Based Index Futures Contracts
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
Broad Based Index Options
4
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Broad Based Index Futures Contracts and Options on Broad Based Index Futures Contracts
4
|
|
N
|
|
Y
|
|
Quarterly
|
|
|
Structured Notes
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
|
|
|
CURRENCY
|
|
Foreign Currency
|
|
N
|
|
N
|
|
N/A
|
|
|
Any exchange traded currency trusts
|
|
N
|
|
Y
|
|
N/A
|
|
|
|
|
|
|
|
Currency Options
|
|
N
|
|
Y
|
|
N/A
|
|
|
Currency Futures
|
|
N
|
|
Y
|
|
N/A
|
|
|
Currency Forwards
|
|
N
|
|
Y
|
|
N/A
|
|
|
Currency ETFs
|
|
N
|
|
Y
|
|
N/A
|
LIMITED PARTNERSHIPS, PRIVATE PLACEMENTS, & PRIVATE INVESTMENTS
|
|
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
|
|
|
VOLUNTARY TENDER OFFERS
|
|
|
|
Y
|
|
Y
|
|
Quarterly
|
|
|
|
|
|
MANAGED ACCOUNT PROGARMS
|
|
Employee Directed Portfolio Transactions
|
|
Y
|
|
Y
|
|
Quarterly
|
**
|
Pre-approval of a personal derivative securities transaction is required if the underlying security requires
pre-approval.
|
26
EXHIBIT B
BROAD-BASED INDICES AND COMMODITIES
Exempt from Preclearance and Short-Term Trading Prohibitions
Last update September 30, 2016
|
Barclays Capital U.S. Aggregate
|
CBOE
Mini-NDX
(1 tenth value of NDX Index)
|
CBOE Dow Jones Industrial Volatility
|
CBOE Volatility
|
CBOE Nasdaq Volatility
|
CRSP US Large Cap Growth
|
CRSP US Large Cap Value
|
EUROSTOXX 50
|
FTSE
All-World
ex US
iBoxx $ Liquid Investment Grade
iShares Europe
iShares Lehman TIPS
|
MSCI
All-World
Country (ACWI)
|
MSCI European Economic and Monetary Union (EMU)
|
MSCI Europe Investable Market (IMI)
|
MSCI U.S. Broad Based Market
|
MSCI EAFE
|
MSCI Emerging Markets
|
NASDAQ- 100
|
Russell 3000 Growth
|
Russell 3000 Value
|
Russell 3000
|
Russell 1000
|
Russell 1000 Growth
|
Russell 1000 Value
|
Russell Midcap Growth
|
Russell Midcap
|
Russell Midcap Value
|
Russell 2000
|
Russell 2000 Value
|
Russell 2000 Growth
|
S&P 500 Index
|
S&P High Yield Dividend Aristocrats
|
S&P Small Cap 600
|
S&P Midcap 400
|
Treasury Indices any index comprised of Treasury securities
|
Municipal Bond Indices any index comprised of municipal bonds
|
Gold Bullion
6
6
|
ETFs that track the price of Gold Bullion, including but not limited to GLD, (SPDR Gold Shares) are exempt from the Policy because Jennison does not trade Gold Bullion as a commodity; or ETFs that track the price of
Gold Bullion on behalf of firm clients.
|
27
EXHIBIT C
OTHER PERSONS DEFINED BY JENNISON AS ACCESS PERSONS
The following groups of persons have been defined by Jennison as Access Persons because these are individuals who, in connection with his or
her regular functions or duties obtain information regarding the purchase or sale of investments by Jennison on behalf of its clients. These individuals or groups of individuals are identified on this Exhibit C and will be required to comply with
such policies and procedures that Jennison deems necessary as specified on this Exhibit.
|
1.
|
Jennison Directors and Officers who are Prudential Employees
|
Jennison recognizes
that a Jennison director or officer who is employed by Prudential (Prudential Director or Officer) may be subject to the Prudential Personal Securities Trading Policy (Prudentials Policy), a copy of which and any
amendments thereto shall have been made available to Jennisons Compliance Department. A Prudential Director or Officer does not need to obtain
pre-clearance
from Jennisons Compliance Department;
provided that the Prudential Director or Officer does not otherwise have access to current Jennison trading activity.
For purposes of the
recordkeeping requirements of this Policy, Prudential Directors and Officers are required to comply with Prudentials Policy. Prudential will provide an annual representation to the Jennison Compliance Department, with respect to employees
subject to the Prudential Policy, that the employee has complied with the recordkeeping and other procedures of Prudentials Policy during the most recent calendar year. If there have been any violations of Prudentials Policy by such
employee, Prudential will submit a detailed report of such violations and what remedial action, if any was taken. If an employee is not subject to the Prudential Policy, Prudential will provide a certification that the employee is not subject to the
Prudential Policy.
|
2.
|
Outside Consultants and Independent Contractors
|
Outside Consultants and
Independent Contractors who work
on-site
at Jennison and who in connection with his or her regular functions or duties obtain information regarding the purchase or sale of investments in portfolios managed by
Jennison will be subject to such policies and procedures as determined by Jennison.
28
EXHIBIT D
JENNISON AND PRUDENTIAL MANAGED MUTUAL FUNDS and VARIABLE
ANNUITIES (Also known as Covered Funds)
A.
|
Jennison Third Party Managed Funds
|
MUTUAL FUNDS
Edward Jones Bridge Builder Large Cap Growth Fund
Harbor Funds Harbor Capital Appreciation Fund
John
Hancock Funds II Capital Appreciation Fund
John Hancock Funds II Natural Resources Fund
SEI Institutional Investments TrustLong Duration Fund
SEI
Institutional Investments Trust Core Fixed Income Fund
SEI Institutional Managed Trust Core Fixed Income Fund
SEI Institutional Managed Trust U.S. Fixed Income Fund
HC
Capital Trust The Growth Equity Portfolio
HC Capital Trust The Institutional Growth Equity Portfolio
Transamerica Funds Transamerica Jennison Growth
Transamerica Partners Portfolios Transamerica Partners Large Growth Portfolio
Vanguard Morgan Growth Fund
Vanguard World Fund Vanguard
US Growth Fund
Franklin K2 Alternative Strategies Fund
FUND OPTIONS AVAILABLE IN VARIABLE ANNUITY & INSURANCE PRODUCTS
Transamerica Series Trust Transamerica Jennison Growth VP
John Hancock Trust Capital Appreciation Trust
Metropolitan Series Fund, Inc. Jennison Growth Portfolio
Ohio National Fund, Inc. Capital Appreciation Portfolio
Columbia Funds Variable Series Trust II Variable PortfolioJennison Mid Cap Growth Fund
B.
|
Prudential Proprietary Mutual Funds and Annuities
|
MUTUAL FUNDS
All funds in the Advanced Series Trust Fund Family
All funds in
the Prudential Jennison Fund Family
All funds in The Prudential Series Fund Family
Prudentials Gibraltar Fund, Inc.
VARIABLE ANNUITIES
The Prudential Variable Contract Account2
The
Prudential Variable Contract Account10
This Exhibit D may change from time to time and may not always be
up-to-date.
If you are not sure whether or not you either hold or anticipate purchasing a mutual fund that is either managed by Jennison and Prudential, or is a variable annuity, please contact Compliance.
Last update September 30, 2016
29
|
|
|
Applies to
All MFS full-time, part-time, and temporary employees globally
All MFS contractors, interns, and co-ops who have been notified by Compliance that they
are subject to this policy
All MFS entities
Questions?
CodeOfEthics@mfs.com
Compliance Helpline, x54290
Katerina Kritikos, x55837
Ryan Erickson, x54430
For more information on administration such as regulatory authority, supervision,
interpretation and escalation, monitoring, related polices, amendment, recordkeeping please
click this link.
|
|
PERSONAL INVESTING
The inherent nature of MFS services in selecting and trading securities has the potential to create a real or apparent conflict of interest with your
personal investing activities. As a result, every individual subject to this policy has a fiduciary duty to avoid taking personal advantage of any knowledge of our clients investment activities.
Following the letter and spirit of the rules in this policy is central to meeting client
expectations and ensuring that we remain a trusted and respected firm.
|
MFS
®
Code of Ethics Policy
October 31, 2016
RULES THAT APPLY TO EVERYONE
Your Fiduciary Duty
Always place client interests ahead of your own.
You must
never:
|
|
|
Take advantage of your position at MFS to misappropriate investment opportunities from MFS clients.
|
|
|
|
Seek to defraud an MFS client or do anything that could have the effect of creating fraud or manipulation.
|
Account Reporting Obligations
Make sure you understand which accounts are reportable accounts.
To determine whether an account is reportable, ask the following questions:
1.
|
Is the account one of the following?
|
|
|
|
Any other type of account (such as Employee Stock Option Plans or Employee Stock Purchase Plans) in which you have the ability to hold or trade reportable securities (see the list of reportable securities on page 7).
|
|
|
|
Any account, including
MFS-sponsored
retirement plans, that holds a reportable fund (see definition of reportable fund on page 7 and a list of these funds on the Online Compliance
System).
|
2.
|
Is any of the following true?
|
|
|
|
You beneficially own the account.
|
|
|
|
The account is beneficially owned by a member of your household (such as a spouse or domestic partner, or any parent, sibling, or child who lives with you).
|
|
|
|
The account is beneficially owned by anyone who claims you as a tax deduction, or whom you claim as a tax deduction.
|
|
|
|
The account is controlled by you or another member of your household, (other than to fulfill duties of employment).
|
If you answered yes to BOTH questions, the account is reportable.
Helpful to Know
Beneficial Ownership
The concept of beneficial ownership is broader than outright ownership. Anyone who is in a position to benefit from the gains or income from, or who controls,
an account or investment is considered to have beneficial ownership. See examples on page 6.
Ensure that MFS receives account statement for all your reportable accounts.
Depending on the type of
account or your location, you may need to provide them to Compliance directly yourself.
Promptly report any newly opened reportable account or any
existing account that has become reportable.
This includes accounts that become reportable accounts through life events, such as marriage, divorce, power of attorney, or inheritance.
ADDITIONAL REQUIREMENT FOR US EMPLOYEES
Does not include
interns, contractors, co-ops, or temporary employees.
Maintain your reportable accounts at an approved broker.
When you join MFS, if you have
accounts at non- approved brokers you must close them or move them to an approved broker (list available on the Online Compliance System).
In rare cases,
if you file a request that includes valid reasons for an exception, we may permit you to maintain a reportable account at a broker not on the approved broker list (for instance, if you have a fully discretionary account).
Helpful to Know
Discretionary Accounts
Discretionary accounts (accounts that are managed for you by a third-party registered investment adviser) are reportable, but with approval from Compliance
they are subject to these different requirements:
|
|
|
They are exempt from quarterly transaction and annual holdings certifications (though you must still provide account statements).
|
|
|
|
They are exempt from the Access Person and Research Analyst/Portfolio Manager trading rules (such as the rules concerning
pre-clearance
and the
60-day
holding period) (pgs.
4-5),
but you still must obtain
pre-approval
to invest in an IPO or private placement.
|
|
|
|
They are exempt from certain Ethical Personal Investing trading rules such as excessive trading and trading of MFS funds. (pg. 3)
|
Personal Investing
page
2
Securities Reporting Obligations
Make sure you understand which securities are reportable securities.
This includes most stocks, bonds, MFS funds, exchange-traded funds (ETFs), futures,
options, structured products, private placements, and other unregistered securities even if they are not held in a reportable account. See the table on page 7.
Report all applicable transactions and holdings reports in a timely manner.
Use the Online Compliance System and submit all reports by these deadlines.
|
|
|
Initial Holdings Reports: submit within 10 calendar days of hire or upon an access level change. Information about these holdings must be no more than 45 days old when submitted.
|
|
|
|
Quarterly Transaction Report: submit within 30 days of the end of each calendar quarter.
|
|
|
|
Annual Holdings Report: submit within 30 days of the end of each calendar year.
|
Note that you must file each
report even if no transactions or other changes occurred during the time period.
The reports do NOT need to include:
|
|
|
Transactions or holdings in
non-reportable
securities.
|
|
|
|
Transactions or holdings in discretionary accounts for which there is an approval on file with Compliance.
|
|
|
|
Involuntary transactions, such as automatic investment plans, dividend reinvestments, etc.
|
ADDITIONAL REQUIREMENTS FOR APPOINTED REPRESENTATIVES
IN SINGAPORE
Provide a copy of the contract note for any trade of any security,
including reportable securities and non- reportable securities, to
Singapore Compliance, within 7 days of the trade. Check with Singapore Compliance on the information you must provide.
Ethical Personal Investing
Never trade securities based on improper use of information, and never help anyone else to do so.
This includes any trade based on:
|
|
|
Information about the investments of any MFS client, including
front-running
and tailgating (trading just before or just after a similar trade for a client account).
|
|
|
|
Confidential information or inside information (information about the issuer of a security, or the security itself, that is both material and
non-public).
|
Do not trade excessively.
At MFS, personal trading is a privilege, not a right. It should never interfere with your job performance. MFS may limit the
number of trades you are allowed during a given period, or may discipline you for trading excessively. In addition, frequent trading in MFS funds may trigger other penalties, as described in the relevant fund prospectuses.
Do not accept investment discretion over accounts that are not yours.
In limited circumstances, and with advance approval from Compliance, you may be
allowed to assume power of attorney relating to financial or investment matters for another person or entity.
If you become an executor or trustee of an
estate and it involves control over a securities account, you must notify Compliance upon assuming the role and you must meet any reporting or
pre-clearance
obligations that apply.
Do not participate in any investment contest or club.
This applies whether or not any compensation or prize is awarded.
Do not invest in MFS-subadvised ETFs.
For a full list of these funds, see the Online Compliance System.
Make any investments in MFS
open-end
funds directly through MFS
(or another entity MFS may designate) unless
you have received an exception from Compliance.
Do not participate in initial public offerings (IPOs) or other limited offerings securities except
with advance approval from MFS.
This rule includes initial, secondary and
follow-on
offerings of equity securities and
closed-end
funds and new issues of corporate
debt securities.
To request approval for an IPO or secondary offering, enter an Initial Public Offering Request using the Online Compliance System. Note
that approval is not typically granted, and when granted, typically involves strict limits.
Personal Investing
page
3
Never use a derivative, or any other instrument or technique, to get around a rule.
If an investment
transaction is prohibited, then you are also prohibited from effectively accomplishing the same thing by using futures, options, ETFs, or any other type of financial instrument.
ADDITIONAL REQUIREMENT FOR
UK-BASED
PERSONNEL
Never engage in spread betting of financial markets.
This includes any wagering on market spreads or behaviors and any
off-exchange
trading.
Helpful to Know
Changes in Job Status
When changing jobs within MFS,
ensure that you understand the rules that apply to you. Confirm with your new manager and Compliance what your access level is and what restrictions and requirements apply to you.
When going on leave, you must continue to comply with this policy.
RULES THAT APPLY ONLY TO ACCESS PERSONS
Which Access Level Are You?
Access Persons
Most MFS personnel, including all officers and directors, are designated as Access Persons. You should consider yourself an Access Person
unless it has been communicated to you by Compliance that you are not.
Research Analysts and Portfolio Managers
In addition to the rules for Access
Persons, these individuals are subject to additional rules, as noted on the following pages.
Compliance may designate other personnel as Access
Persons. This may include officers and directors of MFS and MFS mutual funds; consultants, contractors, and interns who provide services to MFS; and employees of Sun Life Financial Inc. You can view your Access Level designation on the Online
Compliance System.
Pre-Clearing
Personal Trades
Make sure you understand which securities require
pre-clearance.
Note that there are some differences between
which securities require
pre-clearance
and which must be reported. See the table on page 7 of this policy.
Pre-clear
all personal trades in applicable securities.
Request
pre-clearance
on the day you want to place the trade. Enter your request using the Online Compliance
System. Remember that you must
pre-clear
trades for all of your reportable accounts (such as those of a spouse or domestic partner).
Once you have requested
pre-clearance,
wait for a response. Do NOT place any trade order until you have received
notice of approval for that trade. Note that
pre-clearance
requests can be denied at any time and for any reason.
Pre-clearance
approvals expire at the end of the trading day on which they are issued.
Obtain advance approval for any investments in private placements or other unregistered securities, or in
PIPES.
This includes private placements (investments in private companies), private investment in public equity securities (PIPES), hedge funds, crowdfunding or crowdsourcing investments, pooled vehicles (such as
partnerships), and other similar investments.
Before investing, enter a Private Placement/Unregistered Securities Approval Request using the Online
Compliance System, and do not act until you have received approval.
Helpful to Know
Not Recommended: Good-Til-Canceled Orders and Buying on Margin
These practices can create significant risk of policy violations.
Good-til-canceled orders may execute after your
pre-clearance
approval has expired. Placing day orders avoids this
risk. With margin, you might not be able to get
pre-clearance
approval for those securities you wish to sell to meet a margin call.
Personal Investing
page
4
Limits to Personal Investment Practices
Do not take an uncovered short position.
This includes selling securities short, buying puts without a corresponding long position, and writing naked
calls.
Do not buy and then sell (or sell and then buy) at a profit the same or equivalent reportable security within 60 calendar days.
Japan-based personnel: see rule with higher standard below.
MFS may interpret this rule very broadly. For example, it may look at transactions across all of your reportable accounts, and may match trades that are not of the same size,
security type, or tax lot. Any gains realized in connection with these transactions must be surrendered. Note that this rule does not apply to securities that are not subject to
pre-clearance,
to accounts
where a registered investment adviser has investment discretion, or involuntary transactions.
ADDITIONAL REQUIREMENTS FOR RESEARCH ANALYSTS
including Research Associates and Portfolio Managers who may write research notes
Never trade personally while in possession of material information about an issuer you have researched
or been assigned to research unless you have
already communicated the information in a research note.
Japan- based personnel: see rule with higher standard below.
Understand and fulfill
your duties with regard to research recommendations.
You have an affirmative duty to provide unbiased and timely research recommendations in a research note. You must:
|
|
|
Disclose trading opportunities for client accounts prior to trading personally in any securities of that issuer.
|
|
|
|
Provide a research recommendation if a security is suitable for the client accounts even if you have already traded the security personally or if making such a recommendation would create the appearance of a conflict of
interest.
|
ADDITIONAL REQUIREMENTS FOR PORTFOLIO MANAGERS
including
Research Analysts assigned to a fund as a Portfolio Manager
Never personally trade a security within 7 calendar days before or after a client
account that you manage trades the same or an equivalent security.
In practice, this means:
|
|
|
Contacting Compliance promptly when deciding to make a portfolio trade in any security you have personally traded within the past 7 calendar days (but do not refrain from making a trade that is suitable for a client
account even if you have traded the security personally).
|
|
|
|
Refraining from personally trading any reportable securities you think any of your client accounts might wish to trade within the next 7 calendar days.
|
|
|
|
Delaying personal trades in any reportable securities your client accounts have traded until the 8th calendar day after the most recent trade by a client account (or longer, to be certain of avoiding any appearance of
conflict of interest).
|
Never buy and then sell (or sell and then buy), within 14 calendar days, any shares of a fund you manage.
Contact Compliance before any fund you manage invests in any securities of an issuer whose private securities you own.
You will need to
disclose your private interest and assist Compliance in performing an independent review.
ADDITIONAL REQUIREMENTS FOR
JAPAN-BASED
PERSONNEL
Do not buy and then sell (or sell and then buy) the same or equivalent reportable security
within 6 months.
Never trade personally in any security you have researched in the prior 30 days or are scheduled to research in the future.
Personal Investing
page
5
ADDITIONAL INFORMATION FOR ALL PERSONNEL SUBJECT TO THIS POLICY
Beneficial Ownership: Practical Examples
Accounts of Parents or Children
|
|
|
You share a household with one or both parents and you do not provide any financial support to the parent: you are not a beneficial owner of the parents accounts and securities.
|
|
|
|
You share a household with one or more of your children, whether minor or adult, and you provide financial support to the child: you are a beneficial owner of the childs accounts and securities.
|
|
|
|
You have a child who lives elsewhere whom you claim as a dependent for tax purposes: you are a beneficial owner of the childs accounts and securities.
|
Accounts of Domestic Partners or Roommates
|
|
|
You are a joint owner or named beneficiary on an account of which a domestic partner is an owner: you are a beneficial owner of the domestic partners accounts and securities.
|
|
|
|
You provide financial support to a domestic partner, either directly or by paying any portion of household costs: you are a beneficial owner of the domestic partners accounts.
|
|
|
|
You have a roommate: generally, roommates are presumed to be temporary and to have no beneficial interest in one anothers accounts and securities.
|
UGMA/UTMA Accounts
|
|
|
Either you or your spouse is the custodian of an Uniform Gift/ Trust to Minor Account (UGMA/UTMA) for a minor, and one or both of you is a parent of the minor: you are a beneficial owner of the account. (If someone else
is the custodian, you are not a beneficial owner.)
|
|
|
|
Either you or your spouse is the beneficiary of an UGMA/UTMA account and is of majority age (for instance, 18 years or older in Massachusetts): you are a beneficial owner of the account.
|
Transfer on Death (TOD) Accounts
|
|
|
You automatically become the registered owner upon the death of the prior account owner: you are a beneficial owner as of the date the account is
re-registered
in your name, but
not before.
|
Trusts
|
|
|
You are a trustee for an account whose beneficiaries are not immediate family members: beneficial ownership is determined on a
case-by-case
basis, including whether it constitutes an outside business activity (see the Outside Activities & Affiliations Policy).
|
|
|
|
You are a trustee for an account and you or a family member is a beneficiary: you are a beneficial owner of the account.
|
|
|
|
You are a beneficiary of the account and can make investment decisions without consulting a trustee: you are a beneficial owner of the account.
|
|
|
|
You are a beneficiary of the account but have no investment control: you are a beneficial owner as of the date the trust is distributed, but not before.
|
|
|
|
You are the settlor of a revocable trust: you are a beneficial owner of the account.
|
|
|
|
Your spouse or domestic partner is a trustee and a beneficiary: beneficial ownership is determined on a
case-by-case
basis.
|
Investment Powers over an Account
|
|
|
You have power of attorney over an account: you are a beneficial owner as of the date you assume control of the trading or investment decisions on the account, but not before.
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|
|
You have investment discretion over an account that holds, or could hold, reportable securities: you are a beneficial owner of the account, regardless of the location, account type, or the registered owner(s).
|
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|
|
You are serving in a role that allows or requires you to delegate investment discretion to an independent third party: beneficial ownership is determined on a
case-by-case
basis.
|
Helpful to Know
How
We
Enforce
This
Policy
Compliance is responsible for interpreting and enforcing this policy. Exceptions may only be granted by Compliance. In that capacity, Compliance reviews and
monitors transactions and reports, and also investigates potential violations.
The Employee Conduct Oversight Committee reviews potential violations and
where it determines that a violation has occurred, it will usually impose a penalty. These may range from a warning letter to a fine, requirement to surrender profits, or termination of employment, among other possibilities.
Personal Investing
page
6
|
|
|
|
|
|
|
Report
|
|
Pre-clear
|
Security Types and Transactions That Must Be Reported and/or
Pre-Cleared
|
|
All Personnel
|
|
Access Persons only
|
Funds
|
|
|
|
|
Money market funds (MFS or other)
|
|
|
|
|
Open-end
funds that are managed, advised, or underwritten
by MFS (and are not money market funds)
|
|
✓
|
|
|
Open-end
funds that are managed, advised, or underwritten
by any firm other than MFS
|
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|
|
|
529 Plans holding MFS funds
|
|
✓
|
|
|
Closed-end
funds (including MFS
closed-end
funds)
|
|
✓
|
|
✓
|
Exchange-traded funds (ETFs) and exchange-traded notes (ETNs), including options, futures,
structured notes or other derivatives related to these exchange-traded securities
|
|
✓
|
|
|
Private funds
|
|
✓
|
|
✓*
|
Equities
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Sun Life Financial Inc. (publicly traded shares)
|
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✓
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|
✓
|
Equity securities, including Real Estate Investment Trusts (REITS), and including options, futures
and structured notes on equities
|
|
✓
|
|
✓
|
Fixed Income
|
|
|
|
|
Corporate bond securities
|
|
✓
|
|
✓
|
Municipal bond securities
|
|
✓
|
|
✓
|
US Treasury Securities and other obligations backed by the good faith and credit of the US
government
|
|
|
|
|
Debt obligations that are NOT backed by the good faith and credit of the US government (such as
Fannie Mae, Freddie Mac, Federal Home Loan Banks, Federal Farm Credit Banks and Tennessee Valley Authority)
|
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✓
|
|
✓
|
Foreign government securities
|
|
✓
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|
✓
|
Variable rate demand obligations and municipal floaters
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|
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|
Money market instruments, such as certificates of deposit and commercial paper
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|
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Other Types of Assets
|
|
|
|
|
Initial and subsequent investments in any private placement or other unregistered securities
(including real estate limited partnerships or cooperatives)
|
|
✓
|
|
✓*
|
Foreign currency (including options and futures on foreign currency)
|
|
Only if notified
by Compliance
|
|
|
Commodities (including options and futures on commodities)
|
|
✓
|
|
|
Private MFS stock and private shares of Sun Life of Canada (US) Financial Services Holdings,
Inc.
|
|
|
|
|
Limited offerings, IPOs, secondary offerings
|
|
✓
|
|
✓*
|
Other Types of Transactions
|
|
|
|
|
Involuntary transactions (see definition below)
|
|
|
|
|
Gifts of securities, including charitable donations, transfers, and inheritances
|
|
✓
|
|
|
*
|
Must be
pre-cleared
directly with Compliance, not through the Online Compliance System.
|
Terms with Special Meanings
Within this policy, the following terms carry the specific meanings indicated below.
involuntary transaction
Transactions that are not under your direct or indirect influence or control, such as automatic investment plans, dividends and
dividend reinvestments, corporate actions (such as stock splits, reverse splits, mergers, consolidations, spin-offs, and reorganizations), exercise of a conversion or redemption right, or automatic expiration of an option.
reportable funds
Any fund for which MFS acts as investment advisor,
sub-advisor,
or principal underwriter including MFS retail funds, MFS Variable Insurance Trust and MFS Meridian funds. See the Online Compliance System home page for the list of reportable funds.
Personal Investing
page
7
MORGAN STANLEY INVESTMENT MANAGEMENT
1
CODE OF ETHICS AND PERSONAL TRADING GUIDELINES
Effective: March 22, 2016
1
|
Ex-Merchant
Banking and Real Estate Investing
|
Table of Contents
2
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|
I.
|
|
INTRODUCTION
|
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|
3
|
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|
|
A.
|
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General
|
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|
3
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|
B.
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Standards of Business Conduct
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3
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|
C.
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Overview of Code Requirements
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3
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D.
|
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Definitions
|
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4
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E.
|
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Grounds for Disqualification from Employment
|
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7
|
|
II.
|
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TYPES OF ACCOUNTS/ACCOUNT OPENING REQUIREMENTS
|
|
|
8
|
|
|
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A.
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|
Employee Securities Accounts
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8
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|
B.
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Fully Managed Account
|
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8
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|
|
C.
|
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Other Morgan Stanley Accounts
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9
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|
|
E.
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|
Individual Savings Accounts (ISAs) for employees of MSIM Ltd.
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9
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F.
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|
Mutual Fund Accounts
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10
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G.
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|
Issuer Purchase Plans
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10
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H.
|
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Investment Clubs
|
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10
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|
I.
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|
529 Plans
|
|
|
10
|
|
III.
|
|
TRADE
PRE-CLEARANCE/RESTRICTIONS
|
|
|
10
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|
|
|
A.
|
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General
|
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10
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|
|
B.
|
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Initiating a Transaction
|
|
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11
|
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|
|
C.
|
|
Pre-Clearance
Valid for One Day Only
|
|
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11
|
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|
D.
|
|
Restrictions and Requirements for Portfolio Managers and Investment Personnel
|
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11
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|
|
E.
|
|
Employees Designated to be Above the Wall
|
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11
|
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|
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F.
|
|
Transacting in Morgan Stanley Securities
|
|
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11
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|
G.
|
|
Trading Derivatives
|
|
|
12
|
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|
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H.
|
|
Other Restrictions
|
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13
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|
|
I.
|
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Other Activities Requiring
Pre-Clearance
|
|
|
13
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IV.
|
|
HOLDING REQUIREMENTS AND REPURCHASE LIMITATIONS
|
|
|
13
|
|
|
|
A.
|
|
Proprietary and
Sub-advised
Mutual
Funds
|
|
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13
|
|
|
|
B.
|
|
Covered Securities
|
|
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13
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|
|
|
C.
|
|
Holding Requirements Specific to MSIMJ Employees
|
|
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14
|
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V.
|
|
REPORTING REQUIREMENTS
|
|
|
14
|
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|
A.
|
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Initial Reporting and Certification
|
|
|
14
|
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|
|
B.
|
|
Quarterly Reporting and Certification
|
|
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14
|
|
|
|
C.
|
|
Annual Reporting and Certification
|
|
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15
|
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VI.
|
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OUTSIDE ACTIVITIES AND PRIVATE INVESTMENTS
|
|
|
16
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A.
|
|
Approval to Engage in an Outside Activity
|
|
|
16
|
|
|
|
B.
|
|
Approval to Invest in a Private Investment
|
|
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16
|
|
|
|
C.
|
|
Pre-Clearance
Process
|
|
|
16
|
|
VII.
|
|
CONSULTANTS AND TEMPORARY WORKERS
|
|
|
17
|
|
VIII.
|
|
REVIEW, INTERPRETATIONS AND EXCEPTIONS
|
|
|
17
|
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IX.
|
|
ENFORCEMENT AND SANCTIONS
|
|
|
17
|
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X.
|
|
RELATED POLICIES
|
|
|
18
|
|
2
|
Previous versions: August 16, 2002, February 24, 2004, June 15, 2004, December 31, 2004, December 15, 2006, May 12, 2008 , August 19, 2010, September 17, 2010, February 15,
2011, March 1, 2011, September 28, 2011, June 29, 2012, September 16, 2013 and October 10, 2014.
|
2
The Morgan Stanley Investment Management (MSIM) Code of Ethics (the
Code) is reasonably designed to prevent legal, business and ethical conflicts, to guard against the misuse of confidential information, and to avoid even the appearance of impropriety that may arise in connection with your personal
trading and outside activities as an MSIM employee. It is very important for you to read the Definitions section below to understand the scope of this Code, including the individuals, accounts, securities and transactions it covers. You
are required to acknowledge receipt and your understanding of this Code at the start of your employment at MSIM or when you become a Covered Person, as defined below, and annually thereafter.
|
B.
|
Standards of Business Conduct
|
MSIM seeks to comply with the Federal securities laws and
regulations applicable to its business. The Code is designed to assist you in fulfilling your regulatory and fiduciary duties as an MSIM employee as they relate to your personal securities transactions.
|
|
|
Fiduciary Duties. As an MSIM employee, you owe a fiduciary duty to MSIMs Clients. This means that in every decision relating to personal investments, you must recognize the needs and interests of Clients and place
those ahead of any personal interest or interest of the Firm.
|
|
|
|
Personal Securities Transactions and Relationship to MSIMs Clients. MSIM generally prohibits you from engaging in personal trading in a manner that would distract you from your daily responsibilities. MSIM
strongly encourages you to invest for the long term and discourages short-term, speculative trading. You are cautioned that short-term strategies may attract a higher level of regulatory and other scrutiny. Excessive or inappropriate trading that
interferes with job performance or that compromises the duty that MSIM owes to its Clients will not be tolerated.
|
If you
become aware that you or someone else may have violated any aspect of this Code, you must report the suspected violation to Compliance immediately.
|
C.
|
Overview of Code Requirements
|
Compliance with the Code is a matter of understanding its
basic requirements and making sure the steps you take regarding activities covered by the Code are in accordance with the letter and spirit of the Code. Generally, you have the following obligations:
3
|
This Code is intended to fulfill MSIMs requirements under Rule
204A-1
of the Investment Advisers Act of 1940, as amended (the Advisers Act) and Rule
17j-1
under the Investment Company Act of 1940, as amended (the Company Act). Note that there is a separate Code of Ethics for the Morgan Stanley mutual fund family.
|
3
|
|
|
Activity
|
|
Code Requirements
|
Employee Securities Account(s)
|
|
Pre-clearance,
Reporting
|
Personal Trading Reporting
|
|
Pre-clearance,
Holding, Reporting
|
Participating in an Outside Activity
|
|
Pre-clearance,
Reporting
|
Making a Private Investment
|
|
Pre-clearance,
Reporting
|
You must examine the specific provisions of the Code for more details on each of these activities and are
strongly urged to consult with Compliance if you have any questions.
These definitions are here to help you understand the application of the
Code to various activities undertaken by you and other persons related to you who may be covered by the Code. The definitions are an integral part of the Code and a proper understanding of them is essential. Refer back to these definitions as you
read the Code.
Access Persons
(for purposes of transacting in Morgan Stanley securities) is defined in the
Global Employee Trading and Investing Policy
and means those individuals or divisions that, as part of their job function may receive or have access to Morgan Stanley-related material
non-public
information that is recurring or cyclical in nature.
Client
means shareholders or limited partners of registered and
unregistered investment companies and other investment vehicles, institutional, high net worth and retail separate account clients, employee benefit trusts and all other types of clients advised by MSIM.
Compliance
means your local Compliance group (New York, London, Singapore, Tokyo and Mumbai).
Consultant
means a
non-employee
of MSIM who falls under the definition of a Covered
Person.
Covered Persons
means:
|
|
|
All directors and officers of MSIM;
|
|
|
|
Any person (such as certain consultants, leased workers or temporary workers) who provides investment advice to clients on behalf of MSIM, is subject to the supervision and control of MSIM and who has access to
nonpublic information regarding any Clients purchase or sale of securities, or who is involved in making securities recommendations to Clients, or who has access to such recommendations that are nonpublic.
|
|
|
|
Any person with responsibilities related to MSIM or who supports MSIM as a business and has frequent interaction with Covered Persons or Investment Personnel, as determined by Compliance.
|
4
|
|
|
Any other persons falling within the definition of Access Person under Rule
17j-1
of the Company Act or Rule
204A-1
under the
Advisers Act (such as those supervised persons who have access to nonpublic information regarding the portfolio holdings of a client fund) and such other persons that may be so deemed by Compliance from time to time.
|
The definition of Covered Person may vary by location. Contact Compliance if you have any question as to your status as a Covered
Person.
Covered Securities
includes generally all equity or debt securities, including derivatives of securities (such
as options, warrants and American depositary receipts), futures, commodities, securities indices, exchange-traded funds,
open-end
mutual funds for which MSIM acts as adviser or
sub-adviser,
closed-end
funds, corporate and municipal bonds, spot foreign exchange transactions (spot fx) and similar instruments, but does not include
Exempt Securities, as defined below. Refer to Schedule A for application of the Code to various security types.
Employee
means an MSIM employee as well as his/her spouse or domestic partner, dependents and other persons for whom the
employee, employees spouse or domestic partner contributes substantial financial support.
Employee Securities
Account
s
are any accounts in your own name
and
other accounts you could be expected to influence or control, in whole or in part, directly or indirectly, whether for securities or other financial instruments, and that are
capable of holding Covered Securities, whether or not such capability is utilized. Employee Securities Accounts include:
|
|
|
accounts owned by your spouse or domestic partner;
|
|
|
|
accounts owned by your children or other relatives of you or your spouse or domestic partner who reside in the same household as you
and
to whom you contribute substantial financial support (e.g., a child in
college that is claimed as a dependent on your income tax return or who receives health benefits through you);
|
|
|
|
accounts where you obtain benefits substantially equivalent to ownership of securities;
|
|
|
|
accounts that you or the persons described above could be expected to influence or control, such as:
|
5
|
|
|
trust accounts for which you act as trustee where you have the power to effect investment decisions or that you otherwise guide or influence;
|
|
|
|
arrangements similar to trust accounts that benefit you directly;
|
|
|
|
accounts for which you act as custodian; and
|
Exempt Securities
are securities that are not subject
to the
pre-clearance
or holding requirements but are subject to reporting requirements of the Code, such as:
|
|
|
Bankers acceptances, bank certificates of deposit and commercial paper;
|
|
|
|
Investment grade, short-term debt instruments, including repurchase agreements (which for these purposes are repurchase agreements and any instrument that has a maturity at issuance of fewer than 366 days that is rated
in one of the two highest categories by a nationally recognized statistical rating organization);
|
|
|
|
Direct obligations of the U.S. Government
4
;
|
|
|
|
Shares held in money market funds;
|
|
|
|
Variable insurance products that invest in funds for which MSIM does not act as adviser or
sub-adviser;
and
|
|
|
|
Open-end
mutual funds for which MSIM does not act as adviser or
sub-adviser.
|
Refer to
Schedule A
for application of the Code to various security types.
Firm
means Morgan Stanley, MSIMs parent company.
Fully Managed Account
means an account for which an Employee has authorized a professional financial advisor or investment
manager, in its sole discretion, to acquire and dispose of assets held in the account. The Employee may not make, directly or indirectly, any investment decision, be made aware of any such decisions before transactions are executed by the advisor or
manager, or otherwise direct the advisor or manager to effect any transactions in the account. A Fully Managed Account is not considered an Employee Securities Account.
Investment Personnel
means (i) Employees and any other Covered Persons who obtain or have access to information
concerning investment recommendations made to any Client; and (ii) any persons designated as Investment Personnel by Compliance.
IPO
means an initial public offering of equity securities registered with the U.S. Securities and Exchange Commission or a
foreign financial regulatory authority.
Morgan Stanley Broker
means a broker-dealer affiliated with Morgan Stanley.
4
|
Includes securities that are backed by the full faith and credit of the U.S. Government for the timely payment of principal and interest, such as Ginnie Maes, U.S. savings bonds, and U.S. Treasuries, and equivalent
securities issued by
non-U.S.
governments.
|
6
Morgan Stanley Investment Management
or
MSIM
means the
companies and businesses comprising Morgan Stanleys Investment Management Division, but not including Merchant Banking/Real Estate Investing. See
Schedule B
for a list of those legal entities that comprise MSIM for purposes of
the Code.
Morgan Stanley securities
means equity, preferred and debt securities issued by Morgan Stanley, but
excludes structured products, such as equity-linked or credit- linked notes.
Mutual Funds
means (i) all
open-end
mutual funds; and (ii) similar pooled investment vehicles established in
non-U.S.
jurisdictions, such as registered investment trusts in Japan. For purposes of
the Code, Mutual Fund does not include shares of
open-end
money market mutual funds (unless otherwise advised by Compliance).
Outside Activity
means any organized or business activity conducted by an Employee outside of MSIM. This includes, but is
not limited to, participation on a board of directors, including that of a charitable organization, working part-time outside of MSIM, establishing a holding company for investments, investing in rental properties, or forming a limited partnership.
Portfolio Managers
means Employees who are primarily responsible for the
day-to-day
management of a Client portfolio.
Private Investment
means a
securities offering that is exempt from registration under certain provisions of the U.S. securities laws and/or similar laws of
non-U.S.
jurisdictions. It includes investments in hedge funds, private equity
funds, limited partnerships, real estate, peer to peer lending clubs and private businesses.
Proprietary or
Sub-advised
Mutual Fund
means any
open-end
Mutual Fund for which MSIM acts as investment adviser or
sub-adviser.
Research Analysts
are Employees who are assigned to make investment recommendations to, or for the benefit of, any Client
portfolio.
|
E.
|
Grounds for Disqualification from Employment
|
Pursuant to the terms of Section 9 of
the Advisers Act, no director, officer or employee of MSIM may become, or continue to remain, an officer, director or employee of MSIM without an exemptive order issued by the U.S. Securities and Exchange Commission, if such director, officer or
employee:
|
|
|
within the past ten years has been convicted of any felony or misdemeanor (i) involving the purchase or sale of any security; or (ii) arising out of his or her conduct as an underwriter, broker, dealer,
investment adviser, municipal securities dealer, government securities broker, government securities dealer, transfer agent, or entity or person required to be registered under the U.S. Commodity Exchange Act, or as an affiliated person, salesman or
employee of any investment company, bank, insurance company or entity or person required to be registered under the U.S. Commodity Exchange Act; or
|
7
|
|
|
is or becomes permanently or temporarily enjoined by any court from: (i) acting as an underwriter, broker, dealer, investment adviser, municipal securities dealer, government securities broker, government
securities dealer, transfer agent, or entity or person required to be registered under the U.S. Commodity Exchange Act, or as an affiliated person, salesman or employee of any investment company, bank, insurance company or entity or person required
to be registered under the U.S. Commodity Exchange Act; or (ii) engaging in or continuing any conduct or practice in connection with any such activity or in connection with the purchase or sale of any security.
|
You are obligated to immediately report any conviction or injunction described here to Compliance.
II.
|
TYPES OF ACCOUNTS/ACCOUNT OPENING REQUIREMENTS
|
|
A.
|
Employee Securities Accounts
|
Generally,
you must maintain all Employee
Securities Accounts that may invest in Covered Securities at a Morgan Stanley Broker.
Requirements may vary in
non-U.S.
offices.
New Employees or newly designated Covered Persons must transfer their
Employee Securities Account(s) to a Morgan Stanley Broker, at their own expense, as soon as practicable (generally within
-60
days of becoming a Covered Person). Failure to do so is considered a significant
violation of this Code.
Opening a Morgan Stanley Brokerage Account.
When opening an account, you must notify the Morgan Stanley
Broker that you are an Employee and that your account must be coded as an employee or employee-related account.
|
B.
|
Fully Managed Account*
|
You may open a Fully Managed Account if the account meets the
standards set forth below. In certain circumstances and with approval from Compliance, you may appoint
non-Morgan
Stanley managers (e.g., trust companies, banks or registered investment advisers) to manage
your account.
In order to establish a Fully Managed Account, you must grant the manager complete investment discretion over your account.
Pre-clearance
is not required for trades in this account; however, you may not participate, directly or indirectly, in individual investment decisions or be made aware of such decisions before transactions are
executed. This restriction does not preclude you from establishing investment guidelines for the manager, such as indicating industries in which you desire to invest, the types of securities you want to purchase or your overall investment
objectives. However, those guidelines may not be changed so frequently as to give the appearance that you are actually directing account investments. To the extent that you become aware of a proposed transaction by the manager in these types of
accounts or have personally
8
directed or asked another person to direct trades in these accounts, you are required to
pre-clear
the transaction prior to execution of the trade by the
manager.- If the account is managed by a Firm other than Morgan Stanley, you must submit a request in the Outside
Business Interests System
(the OBI System) and arrange for duplicate copies of trade confirmations and statements to
be sent to Compliance.
Annually, employees will be required to attest that they have not made, directly or indirectly, any individual
investment decision related to such managed account(s), nor have they directed another person to make such investments without first
pre-clearing
those transactions in accordance with Section III.
*
|
Pursuant to local regulation, employees of MSIM Private Limited are prohibited from opening fully managed accounts.
|
|
C.
|
Other Morgan Stanley Accounts
|
Employee Stock Purchase Plan (ESPP) (no new
contributions)
Employee Stock Ownership Plan (ESOP)
Employee Incentive Compensation Plan (EICP)
Morgan Stanley Compensation Incentive Program (MSCIP)
Morgan Stanley 401(k) (401(k) Plan)
You do not have to
pre-clear
participation in the ESOP, EICP MSCIP or 401(k) Plan with Compliance.
However, you must disclose participation in any of these plans as part of the quarterly reporting process upon initial participation, and in annual certifications.
|
D.
|
Non-Morgan
Stanley Accounts
|
Exceptions to the
requirement to maintain Employee Securities Accounts at a Morgan Stanley Broker are rare and require Compliance approval. If your request is approved, you will be required to ensure that duplicate confirmations and statements are sent to Compliance.
Requirements may vary in
non-U.S.
offices.
If you open an outside account without obtaining
Compliance approval, you must immediately disclose it to Compliance. You may be required to close such account.
Maintaining a
non-Morgan
Stanley 401(k) plan or similar account that permits you to trade covered securities must be approved by Compliance.
|
E.
|
Individual Savings Accounts (ISAs) for employees of MSIM Ltd.
|
Fully Managed
ISAs (i.e., an independent manager makes the investment decisions) may be established and maintained without the prior approval of Compliance, provided that you exercise no influence or control on stock selection or other investment decisions.
Non-discretionary
ISAs (including single company ISAs), where you make investment decisions, may only be established and maintained as long as the account is
pre-approved
by
Compliance, duplicate statements are supplied to Compliance and applicable reporting requirements are met. Once a Fully Managed ISA is established, it must be disclosed to Compliance in the OBI System.
9
You may open an account for the purpose of transacting in
open-end
Mutual Funds, including
Sub-Advised
and Proprietary Mutual Funds (i.e. an account directly with a fund transfer agent) without prior approval from Compliance.
You may open an account directly with an issuer to purchase its
shares, such as a dividend reinvestment plan, or DRIP, by submitting the DRIP Form to your local Compliance group and
pre-clearing
the initial purchase and any sales. You must also report DRIP
holdings to Compliance as part of the annual certification process.
You may not participate in or solicit transactions on behalf of
investment clubs in which members pool their funds to make investments in securities or other financial products.
You do not have to obtain approval from Compliance to participate in a 529
plan.
III.
|
TRADE
PRE-CLEARANCE/RESTRICTIONS
|
You are required to
pre-clear
all
personal securities transactions in Covered Securities, other than transactions in Proprietary or
Sub-advised
Mutual Funds. Transactions involving Exempt Securities, including Proprietary and
Sub-Advised
Mutual Funds, do not require
pre-clearance.
Should an employee be made aware of a proposed transaction in a Fully Managed account or have personally directed, or
asked another person to direct a trade in a Fully Managed account, the employee is required to
pre-clear
that trade prior to execution. See the Securities Transaction Matrix attached as
Schedule A
for
additional information about when
pre-clearance
is required. In keeping with the general principles and objectives of the Code, Compliance, in its sole discretion, may refuse to grant approval of a personal
securities transaction, without specifying a reason for the refusal.
Personal trade requests will be denied if there is an open order for
any Client in the same security or related security at the time the personal trade request is submitted. Exemptions are granted if the Covered Security is being purchased or sold for a passively-managed index fund or index portfolio.
Any transaction that is prohibited by the Code may be required to be reversed and any profits (or any differential between the sale price of
the personal security transaction and the subsequent purchase or sale price by a Client during the relevant period) subject to disgorgement. See Enforcement and Sanctions below.
10
|
B.
|
Initiating a Transaction
|
Pre-clearance
is
obtained by entering your trade request into the
Trade
Pre-Clearance
system. (Type TPC into your internet browser.) Upon completion of the necessary checks, Compliance will notify you
promptly regarding your request, generally on the same business day.
|
C.
|
Pre-Clearance
Valid for One Day Only
|
If your
trade request is approved, such approval is valid only for the day on which it is granted. Any transaction not completed on that day will require a new approval. This means that open orders, such as limit orders and stop-loss orders, must be
pre-cleared
each day until the transaction is effected.
5
|
D.
|
Restrictions and Requirements for Portfolio Managers and Investment Personnel
|
No
purchase or sale transaction may be made in any Covered Security or a related investment (i.e., derivatives) by a Portfolio Manager for a period of seven calendar days before or seven calendar days after the Portfolio Manager purchases or sells the
security on behalf of a Client. A Portfolio Manager may request an exception from the blackout period if the Covered Security was traded for an index fund or index portfolio.
Investment Personnel who have knowledge of a Portfolio Managers trading activity are subject to the same seven day blackout period.
Investment Personnel must obtain approval from their manager or his/her designee prior to obtaining
pre-clearance
by Compliance.
|
E.
|
Employees Designated to be Above the Wall
|
Employees in the MSIM Legal and
Compliance Division and the MSIM Global Risk & Analysis Division are designated to be above the wall and their personal securities transactions are subject to additional
pre-clearance
checks with the
Control Group. Other employees may also be subject to the
above-the-wall
checks as deemed necessary by Compliance.
|
F.
|
Transacting in Morgan Stanley Securities
|
Transacting in, including the gifting of,
Morgan Stanley securities must take place during designated window periods. Consult MS Today for the window period announcement prior to trading. Except as noted below for Access Persons, if you are transacting in Morgan Stanley securities through a
brokerage account, you are not required to
pre-clear
the transaction with Compliance. Similarly, you do not have to
pre-clear
transactions in Morgan Stanley securities
sold out of your EICP, ESOP, ESPP or 401(k) Plan. All other holding and reporting requirements for Covered Securities still apply.
5
|
In the case of trades in international markets where the market has already closed, transactions must be executed
by the next close of trading in that market.
|
11
As noted above, transactions in Morgan Stanley securities effected by MSIMJ employees are subject
to a six month holding period.
Additional Restrictions for Access Persons Transacting in Morgan Stanley Securities
.
All
transactions in Morgan Stanley securities must occur during the designated
30-day
open window period each quarter. Compliance communicates the open and closed window periods applicable to Access Persons each
quarter. During an open window period, Access Persons are required to
pre-clear
transactions in Morgan Stanley securities through
TPC
. This includes transactions made in the Morgan Stanley
securities fund of the 401(k) Plan or shares held externally from previous Firm-sponsored plans (e.g., Computershare, Equiniti).
Positions
in Morgan Stanley securities must be held for a minimum of 30 calendar days. A
six-month
holding period applies to the Firms Management and Operating Committee members for positions in Morgan Stanley
securities. Shares received as part of equity-based compensation are exempt from the holding period requirements. You are prohibited from buying or selling Morgan Stanley securities if you are in possession of material,
non-public
information regarding Morgan Stanley.
You may not trade futures, forward contracts, including currency
forwards, physical commodities and related derivatives,
over-the-counter
warrants or swaps. You are prohibited from selling (writing) a put. The following is
a list of permitted options trading:
Call Options
Listed Call Options.
You may purchase a listed call option if the call option has a period to expiration of at least 30 days
from the date of purchase and you hold the call option for at least 30 days prior to sale. If you choose to exercise the option, you must also hold the underlying security delivered pursuant to the exercise for 30 days.
Covered Calls
. You may also sell (or write) a call option only if you have held the underlying security (in the
corresponding amount) for at least 30 days.
Put Options
Listed Put Options.
You may purchase a listed put option if the put option has a period to expiration of at least 30 days
from the date of purchase and you hold the put option for at least 30 days prior to sale. If you purchase a put option on a security you already own, you may exercise the put once you have held the underlying security for 30 days. If you purchase a
put on a security that you do not own, you may not exercise the put; and must sell the option prior to its expiration date.
12
You must obtain
pre-clearance
from Compliance to
exercise an option or purchase or sell an option.
Primary and Secondary Public Offerings
. You and your Employee
Securities Account(s) are generally prohibited from purchasing any equity security in an initial public offering. In addition, unless otherwise notified by Compliance, you may not purchase an equity security that is part of a primary or secondary
offering that the Firm is underwriting or selling until the distribution has been completed. Accordingly, you must consult Compliance prior to purchasing an equity security in a primary or secondary public offering to determine whether any
restrictions apply. Note that this restriction also applies to your immediate family,
regardless
of whether the securities are purchased into an Employee Securities Account.
Purchases of new issue debt are permitted, provided such purchases are
pre-cleared
by Compliance and
meet other relevant requirements of the Code.
Short Sales
. You may not engage in short selling of Covered Securities.
Restricted List
. You may not transact in Covered Securities that appear on the Firmwide Restricted List. Compliance will check the
Restricted List as part of its
pre-clearance
process.
|
I.
|
Other Activities Requiring
Pre-Clearance
|
The
following activities also require
pre-clearance:
|
|
|
Transactions in Private Investments
|
|
|
|
Political Contributions
|
IV.
|
HOLDING REQUIREMENTS AND REPURCHASE LIMITATIONS
|
|
A.
|
Proprietary and
Sub-advised
Mutual Funds
|
You
may not redeem or exchange Proprietary or
Sub-Advised
Mutual Funds until at least 30 calendar days from the purchase trade date.
You may not sell a Covered Security until you have held it for at
least 30 days. If you sell a Covered Security, you may not repurchase the same security for at least 30 days.
13
|
C.
|
Holding Requirements Specific to MSIMJ Employees
|
When selling equity and equity-linked
notes, Covered Persons at MSIMJ must hold such instruments for at least six months; however, Compliance may grant an exception if the instruments are held for at least 30 calendar days from the date of purchase. This includes transactions in Morgan
Stanley securities.
V.
|
REPORTING REQUIREMENTS
|
|
A.
|
Initial Reporting and Certification
|
When you commence employment with MSIM or otherwise
become a Covered Person, you must provide an
Other Outside Investments Disclosure Form
(the Initial Report) to Compliance no later than 10 days after you become a Covered Person. The information you provide must not be more than
45 days old from the day you became a Covered Person and must include:
|
|
|
the title and type, and, as applicable, the exchange ticker symbol or CUSIP number, number of shares and principal amount of any Covered Security;
|
|
|
|
the name of any broker-dealer, bank or financial institution where you maintain an account in which any securities are held;
|
|
|
|
any Outside Activities; and
|
|
|
|
the date you submitted the Initial Report.
|
All new Covered Persons will receive training on
the principles and procedures of the Code. As a Covered Person, you must also certify that you have read, understand and agree to abide by the terms of the Code. If you have any questions, contact your local Compliance group.
|
B.
|
Quarterly Reporting and Certification
|
You must submit a Quarterly Report to Compliance
no later than 30 calendar days after the end of each calendar quarter, or in accordance with regulatory requirements applicable to your region. The Quarterly Report must contain the information set forth below.
|
|
|
For transactions in an Employee Security Account during the previous quarter you must provide:
|
|
|
|
the date of the transaction, the title, and, as applicable, the exchange ticker symbol or CUSIP number, interest rate and maturity date, number of shares and principal amount of any Covered Security;
|
|
|
|
the nature of the transaction (i.e. purchase, sale or other type of acquisition or disposition);
|
|
|
|
the price of the security at which the transaction was effected;
|
14
|
|
|
the name of the broker-dealer or bank with or through which the transaction was effected; and
|
|
|
|
the date you submitted the Quarterly Report.
|
You do not have to submit a Quarterly Report if
it would duplicate information provided in broker trade confirmations or account statements that Compliance already receives or may access.
|
|
|
For any new account established by you during the previous quarter in which any securities are held for your direct or indirect benefit, you must provide:
|
|
|
|
the name of the broker-dealer, bank or financial institution with which you established the account;
|
|
|
|
the date the account was established; and
|
|
|
|
the date you submitted the Quarterly Report.
|
A reminder to complete the
Quarterly
Report
will be provided to you by Compliance.
|
C.
|
Annual Reporting and Certification
|
You must update, as applicable, and certify to the
following information on an annual basis (the Annual Report):
|
|
|
a list of your current Morgan Stanley brokerage account(s);
|
|
|
|
a list of all securities and principal amount beneficially owned by you in these account(s);
|
|
|
|
a list of all your approved Outside Activities, including
non-Morgan
Stanley brokerage accounts, Private Investments and Outside Activities;
|
|
|
|
a list of all other investments you hold outside of Morgan Stanley (such as DRIPs, other 401(k) accounts and any securities held in certificate form);
|
|
|
|
a list of broker-dealers, banks or financial institutions with which you maintain an account in which any securities are held; and
|
|
|
|
that you have not made, directly or indirectly, any individual investment decision related to such managed account(s), nor have you directed another person to make such investments without first
pre-clearing
those transactions in accordance with Section III.
|
The information in the
Annual Report must not be more than 45 days old from the day you submit it to Compliance. You must also certify that you have read and agree to abide by the requirements of the Code and that you are in compliance with the Code.
15
The link to the Annual Report will be provided to you by Compliance.
VI.
|
OUTSIDE ACTIVITIES AND PRIVATE INVESTMENTS
|
|
A.
|
Approval to Engage in an Outside Activity
|
You may not engage in any Outside Activity,
regardless of whether or not you receive compensation
, or are asked to engage in such activity by the Firm, without prior approval from Compliance. If you receive approval, it is your responsibility to notify Compliance immediately if any
conflict or potential conflict of interest arises in the course of the Outside Activity. In addition, and as part of the Annual Certification of Employees, you are required to review/edit each disclosure for completeness and accuracy.
Examples of an Outside Activity include providing consulting services, organizing a company, giving a formal lecture or publishing a book or
article, accepting compensation from any person or organization other than the Firm, serving as an officer, employee, director, partner, member, or advisory board member of a company or organization not affiliated with the Firm, whether or not
related to the financial services industry (including charitable organizations or activities for which you do not receive compensation), setting up a holding company for investments or investing in rental properties. Generally, Compliance will not
approve any Outside Activity related to the securities or financial services industry other than activities that reflect the interests of the industry as a whole and that are not in competition with those of the Firm.
A request to serve on the board of any company, particularly the board of a public company, will be granted in very limited instances only. If
you receive approval, your directorship may be subject to the implementation of information barrier procedures to isolate you from making investment decisions for Clients concerning the company in question, as applicable.
|
B.
|
Approval to Invest in a Private Investment
|
You may not invest in a Private Investment
of any kind without prior approval from Compliance. Private Investments include investments in privately held corporations, limited partnerships, tax shelter programs and hedge funds (including those sponsored by Morgan Stanley or its affiliates).
You may request
pre-clearance
of Outside Activities and Private Investments by typing OBI into your intranet browser.
16
VII.
|
CONSULTANTS AND TEMPORARY WORKERS
|
Consultants and other temporary workers who fall
under the definition of a Covered Person by virtue of their duties and responsibilities with MSIM must adhere to the following:
|
|
|
Initial, quarterly and annual reporting;
|
|
|
|
Provision of duplicate trade confirmations and account statements to Compliance for transactions in any Covered Security;
|
|
|
|
Prohibition against participating in any IPOs;
|
|
|
|
Pre-clearance
of Outside Activities and Private Investments.
|
Certain Consultants or temporary workers may be required to
pre-clear
all personal securities
transactions in Covered Securities. Consultants or temporary workers that are hired for positions lasting more than one year are required to transfer brokerage accounts to a Morgan Stanley Broker.
VIII.
|
REVIEW, INTERPRETATIONS AND EXCEPTIONS
|
Compliance is responsible for administering the
Code and reviewing your Initial, Quarterly and Annual Reports. Compliance has the authority to make final decisions regarding Code policies and may grant an exception to a policy as long as it determines that no abuse or potential abuse is involved.
Exceptions are granted only in rare and unusual circumstances, such as financial hardship. You must contact Compliance with any questions regarding the applicability, meaning or administration of the Code, including requests for an exception,
in
advance
of any contemplated transaction.
IX.
|
ENFORCEMENT AND SANCTIONS
|
Violations of the Code are reported to the Head of MSIM
Compliance and senior management and, on a quarterly basis, to the applicable funds board of directors. We may issue letters of warning/education or impose sanctions as appropriate, including notifying your manager, issuing a reprimand (orally
or in writing), restricting your trading privileges, reducing your discretionary bonus, if any, requiring reversal of a trade made in violation the Code or other applicable policies, or taking other disciplinary action, including, but not limited
to, suspension or termination of your employment.
Violations are considered on a cumulative basis.
The foregoing sanctions are intended to be guidelines only. Compliance, in its discretion, may recommend alternative actions if deemed
warranted by the facts and circumstances of each situation. MSIM management, including the Head of MSIM Compliance, is authorized to determine the choice of actions to be taken in specific cases.
Sanctions may vary based on applicable law and regulatory requirements in your jurisdiction.
17
In addition to this Code, you are also subject to the policies and
procedures documented in the Compliance Manual applicable to your region; the
Global Employee Trading and Investing Policy;
the
Morgan Stanley Code of Conduct;
the
Policy on U.S. Political Contributions and Activities;
and the
MSIM Global Gifts and Entertainment Policy
(requirements may vary in
non-U.S.
offices).
18
SCHEDULE A
SECURITIES TRANSACTION MATRIX
|
|
|
|
|
|
|
|
|
|
|
|
|
TYPE OF SECURITY
|
|
Pre-Clearance
Required
|
|
|
Reporting
Required
|
|
|
Holding
Required
|
|
Covered Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
Pooled Investment Vehicles
:
|
|
|
|
|
|
|
|
|
|
|
|
|
Closed-End
Funds
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Open-End
Mutual Funds advised by MSIM
|
|
|
No
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Open-End
Mutual Funds
sub-advised
by MSIM
|
|
|
No
|
|
|
|
Yes
|
|
|
|
No
|
|
Unit Investment Trusts
|
|
|
No
|
|
|
|
Yes
|
|
|
|
No
|
|
Exchange Traded Funds (ETFs)
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Exchange Traded Notes (ETNs)
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Equities
:
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley securities
6
|
|
|
No
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Common Stocks
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Listed depository receipts e.g. ADRs, ADSs, GDRs
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
DRIPs
7
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Stock Splits
|
|
|
No
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Rights
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Stock Dividend
|
|
|
No
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Warrants (Listed and Exercised)
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Preferred Stock
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
JREIT
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Initial Public Offerings (equity IPOs)
|
|
|
PROHIBITED
|
|
Hedge Funds
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
No
|
|
Private Investments in Public Equity Securities (PIPES)
|
|
|
|
|
|
|
PROHIBITED
|
|
|
|
|
|
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley (stock options)
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Common Stock Options
|
|
|
Yes
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Spot FX
|
|
|
No
|
|
|
|
Yes
|
|
|
|
Yes
|
|
Forward Contracts (including currency forwards)
|
|
|
PROHIBITED
|
|
Commodities
|
|
|
PROHIBITED
|
|
OTC warrants or swaps
|
|
|
PROHIBITED
|
|
Futures
|
|
|
PROHIBITED
|
|
6
|
Employees may transact in Morgan Stanley securities during designated window periods. In addition, the
pre-clearance
of transactions in Morgan Stanley securities is required for
all Access Persons.
|
7
|
Automatic purchases for dividend reinvestment plan are not subject to
pre-approval
requirements.
|
19
|
|
|
|
|
|
|
TYPE OF SECURITY
|
|
Pre-Clearance
Required
|
|
Reporting
Required
|
|
Holding
Required
|
Fixed Income Instruments
:
|
|
|
|
|
|
|
Fannie Mae
|
|
Yes
|
|
Yes
|
|
Yes
|
Freddie Mac
|
|
Yes
|
|
Yes
|
|
Yes
|
Corporate Bonds
|
|
Yes
|
|
Yes
|
|
Yes
|
Convertible Bonds (converted)
|
|
Yes
|
|
Yes
|
|
Yes
|
Municipal Bonds
|
|
Yes
|
|
Yes
|
|
Yes
|
New Issues (fixed income)
|
|
Yes
|
|
Yes
|
|
Yes
|
High Yield Securities
|
|
|
|
PROHIBITED
|
|
|
Private Investments (e.g. limited partnerships)
|
|
Yes
|
|
Yes
|
|
N/A
|
Outside Activities
|
|
Yes
|
|
Yes
|
|
N/A
|
Investment Clubs
|
|
PROHIBITED
|
Exempt Securities
|
Mutual Funds
(open-end)
not advised or
sub-advised
by MSIM
|
|
No
|
|
Yes
|
|
No
|
US Treasury/Sovereign Debt
8
|
|
No
|
|
Yes
|
|
No
|
CDs
|
|
No
|
|
Yes
|
|
No
|
Money Market Funds
|
|
No
|
|
Yes
|
|
No
|
GNMA
|
|
No
|
|
Yes
|
|
No
|
Commercial Paper
|
|
No
|
|
Yes
|
|
No
|
Bankers Acceptances
|
|
No
|
|
Yes
|
|
No
|
Investment Grade Short-Term Debt
Instruments
9
|
|
No
|
|
Yes
|
|
No
|
8
|
Sovereign debt securities rated AA or higher.
|
9
|
For these purposes, repurchase agreements and any instrument that has a maturity at issuance of fewer than 366 days that is rated as investment grade by a nationally recognized statistical rating organization.
|
20
SCHEDULE B
INVESTMENT MANAGEMENT DIVISION
(excluding Merchant Banking and Real Estate Investing)
Registered Investment Advisers
Morgan Stanley
Investment Management Inc.
Morgan Stanley AIP GP LP
Private
Investment Partners, Inc.
Morgan Stanley Investment Management Limited (MSIM Ltd.)
Morgan Stanley Investment Management Company (Singapore)
Morgan
Stanley Investment Management (Japan) Co., Ltd. (MSIMJ)
Registered Commodity Pool Operator/Commodity Trading Advisor
Ceres Managed Futures LLC
Investment Advisers that are not
Registered
Morgan Stanley Investment Management Private Limited (MSIM Private Limited)
Morgan Stanley Investment Management Proprietary (Pty) Limited (Australia)
Broker-Dealer
Morgan Stanley Distribution Inc.
Transfer Agent
Morgan Stanley Services
Company Inc.
Global
In-house
Center (India)
Morgan Stanley Advantage Services Pvt. Ltd. (with respect to Investment Management Employees only)
Morgan Stanley Solutions India Pvt. Ltd. (with respect to Investment Management Employees only)
21
Nuveen Investments Compliance |
September
2016
Code of Ethics
Summary and Scope
What the Code is about
Helping to ensure that Nuveen
Investments personnel place the interests of Nuveen clients ahead of their own personal interests.
Who the Code applies to and what the implications
are
There are three designations of individuals who are subject to the Code (described below). Compliance will determine your designation.
If you are a consultant or temporary worker, you are not automatically subject to the Code. However, based on your contract length, job duties, work location,
and other factors, Compliance may make you subject to the Code at whatever designation level it believes appropriate.
Access Persons
Any Nuveen Employee who meets any of the following criteria:
|
|
|
As part of his/her regular duties has access to
non-public
information concerning the purchase, sale, holdings, or recommendations of securities in any Nuveen-Advised Account or
Portfolio.
|
|
|
|
Is a director or officer of a Nuveen Fund who has been designated an Access Person by Compliance (Independent Directors have their own Code of Ethics and are not subject to this one).
|
|
|
|
Has otherwise been designated an Access Person by Compliance.
|
Key characteristics of this designation.
An individual may be considered an Access Person of multiple Nuveen advisers or only one. The personal trading of Access Persons (other than Independent Directors) is generally only monitored against the trading activity of the specific
adviser(s) for which they have been designated an Access Person.
Investment Persons
Any Access Person who meets either of the following criteria:
|
|
|
As part of his/her regular duties either makes or participates in making recommendations or decision concerning the purchase or sale of securities in any Nuveen-Advised Account or Portfolio.
|
|
|
|
Has otherwise been designated an Investment Person by Compliance.
|
Key characteristics of this
designation.
Investment Persons are almost exclusively limited to employees of Nuveens investment advisers.
Personal transactions of Investment
Persons will be reviewed for conflicts in the period starting 7 calendar days prior to a trade by their associated investment adviser and ending 7 calendar days after a trade by their associated investment adviser. In some cases, the Investment
Person may be required to reverse a trade and/or forfeit an appropriate portion of any profit as determined by Compliance.
The personal trading of
Investment Persons is generally only monitored against the trading activity of the specific adviser for which they have been designated an Investment Person.
General Employees
All remaining Nuveen Employees
(meaning those who are neither Access Persons nor Investment Persons).
Key characteristics of this designation.
The personal trading of General
Employees is typically monitored against the trading activities of all Nuveen advisers. The policies in the Code treat General Employees and Access Persons alike, although the Compliance monitoring may differ.
WHATS NEW
Notable changes to this document since the previous version.
|
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Clarifying language had been added in the sections dealing with Inside Information and Managed Accounts.
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529 plans are Reportable Accounts if they can hold Reportable Securities.
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TIAA-managed funds are now considered Reportable Securities.
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Important to understand
Some of our affiliated investment advisers may impose additional rules on the same topics covered in the Code
. Check with your manager or local
compliance officer if you have questions.
Personal trading is a privilege, not a right.
The securities industry is highly regulated and its
employees are expected to adhere to high standards of behavior including with respect to personal trading. Any violation of the Code can have an adverse effect on you, your
co-workers,
and Nuveen.
The Code does not address every ethical issue that might arise.
If you have any doubt at all after consulting the Code, contact Compliance for
direction.
The Code applies to
appearance as well as substance.
Always consider how any action might appear to an outside observer (such as a client or regulator). Follow the Code both in letter and in spirit. If you have questions,
contact Compliance.
TERMS WITH SPECIAL MEANINGS
Within this policy, these terms are defined as follows:
Automatic Investment Plan
Any program, such as a dividend reinvestment plan (DRIP), under which investment account purchases or
withdrawals occur according to a predetermined schedule and allocation.
Beneficial ownership
Any interest by which you or any
Household Member directly or indirectly derives a monetary benefit from the purchase, sale, or ownership of a security or account. You have beneficial ownership of securities held in accounts in your own name, or any Household Members name,
and in all other accounts over which you exercise or may exercise investment decision-making powers, or other influence or control, including trust, partnership, estate, and corporate accounts or other joint ownership or pooling arrangements.
Code
This Code of Ethics.
Domestic Partner
An individual who is neither a relative of or legally married to a Nuveen Employee, but shares a residence and is in
a mutual commitment similar to marriage with such Nuveen Employee.
Federal Securities Laws
The applicable portions of any of the
following laws, as amended, and of any rules adopted under them by the Securities and Exchange Commission or the Department of the Treasury:
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Securities Act of 1933.
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Securities Exchange Act of 1934.
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Investment Company Act of 1940.
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Investment Advisers Act of 1940.
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Sarbanes-Oxley Act of 2002.
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Title V of the Gramm-Leach-Bliley Act.
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Household Member
Any of the following who reside, or are
expected to reside for at least 60 days a year, in the same household as a Nuveen Employee:
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Spouse or domestic Child, stepchild, grandchild. partner.
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In-laws (mother, father, son, Sibling.daughter, brother, sister).
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Each Household
Member is subject to the same
pre-clearance
and trading restrictions and requirements as his/her related Nuveen Employee.
Independent Director
Any director or trustee of a Nuveen
Fund advised by Nuveen Fund Advisors, Inc. who is not an interested person within the meaning of Section 2(a)(19) of the Investment Company Act of
1940, as amended.
Managed Account
Any account in which you or a Household Member has Beneficial Ownership and for which you
have delegated full investment discretion in writing to a third-party broker or investment manager.
Nuveen
Nuveen Investments, Inc. and all of its
direct or indirect subsidiaries except for Gresham Investment Management, LLC.
Nuveen-Advised Account or Portfolio
Any Nuveen Fund or any
portfolio, or client account advised or
sub-advised
by Nuveen.
Nuveen Employee
Any full- or part-time
employee of Nuveen, not including consultants and temporary workers, and those individuals registered with Nuveen Securities, LLC.
Nuveen Fund
Any
open-end
fund, or
closed-end
fund (CEF), or Exchange Traded Fund (ETF) advised or
sub-advised
by Nuveen.
Reportable Account
Any account of which you or a Household Member has Beneficial Ownership AND in which securities can be bought or held. This includes,
among others:
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Any Nuveen 401(k) plan account.
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Any direct holding in a Nuveen Fund or TIAA Fund.
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Any retirement account, health savings account (HSA) or 529 college savings plan that permits the purchase of any Reportable Security (such as company stock or Nuveen or TIAA Funds).
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The following are NOT considered Reportable Accounts:
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Charitable giving accounts.
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Accounts held directly with a mutual fund complex in which
non-Nuveen
and
non-TIAA
Funds are the only possible investment.
Reportable
Security
Any security, including single-stock futures, except:
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Direct obligations of the US government (indirect obligations, such as Fannie Mae and Freddie Mac securities, are reportable).
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Certificates of deposit, bankers acceptances, commercial paper, and high quality short-term debt (including repurchase agreements).
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Open-end funds that are not Nuveen or TIAA Funds.
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Reportable Transaction
Any
transaction involving a Reportable Security, except:
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Transactions in Managed Accounts.
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Transactions occurring under an Automatic Investment Plan.
TIAA Fund
Any
open-end
fund, or
closed-end
fund or ETF advised or
sub-advised
by TIAA Investment Management LLC or its affiliated advisers.
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General Restrictions and Requirements
Reporting requirements
1. Never abuse a clients trust, rights, or interests.
This means you must never do any of the following:
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Engage in any plan or action, or use any device, that would defraud or deceive a client.
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Make any material statements of fact that are incorrect or misleading, either as to what they include or omit.
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Engage in any manipulative practice.
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Use your position (including any knowledge or access to opportunities you have gained by virtue of your position) to personal advantage or to a clients disadvantage.
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Conduct personal trading in any way that could be inconsistent with your fiduciary duties to a client (even if it does not technically violate the Code).
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2.
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Handle conflicts of interest appropriately.
This applies not only to actual conflicts of interest, but also to any situation that might appear to an outside observer to be improper or a breach of fiduciary duty.
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3.
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Keep confidential information confidential.
Always properly safeguard any confidential information you obtain in the course of your work. This includes information related to any of the following:
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Any Nuveen-Advised Account or Portfolio and any other financial product offered or serviced by Nuveen. ? New products, product changes, or business initiatives.
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Past, current, and prospective clients, including their identities, investments, and account activity.
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Keeping information confidential means using discretion in disclosing information as well as guarding against unlawful or
inappropriate access by others. This includes:
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Making sure no confidential information is visible on your computer screen and desk when you are not there.
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Not sharing passwords with others.
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Using caution when discussing business in any location where your conversation could be overheard. Confidential information may be released only as required by law or as permitted under the applicable privacy
policy(ies). Consult with Compliance before releasing any confidential information.
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4.
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Handle Inside Information properly.
Follow all of the terms described in Inside Information below. Be aware that any failure to handle Inside Information properly is a serious offense and may lead to
disciplinary action from Nuveen as well as serious civil or criminal liability.
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5.
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Never knowingly trade any security being traded or considered for trade by any Nuveen-Advised Account or Portfolio
. This applies to employee transactions in securities that are exempt from
pre-clearance,
and includes equivalent or related securities.
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For example, if a companys common stock is being traded, you may face restrictions on
trading any of the companys debt, preferred, or foreign equivalent securities, and from trading or exercising any options or futures based on the companys securities. This applies to you and to any Household Member.
6.
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Never purchase an equity IPO.
This does not apply to initial offerings of fixed income securities, convertible securities, preferred securities, open- and
closed-end
funds,
and commodity pools. This applies to you and to any Household Member.
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7.
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Do not purchase a private placement (limited offering) or make an investment in any private company or business without advance written approval from Compliance.
This includes investments in any family businesses
as well as purchases of any private funds advised or
sub-advised
by Nuveen. Approval will depend on whether the investment potentially conflicts with Nuveen business activities and whether the opportunity is
available to you because of your position at Nuveen, among other criteria. This applies to you and to any Household Member.
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8.
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Never participate in an investment club or similar entity.
This applies to you and to any Household Member.
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9.
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Avoid excessive trading.
Never let personal trading interfere with your professional duties, and never engage in market timing, late trading, and other inappropriate actions.
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10.
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Comply with trading restrictions described in the prospectuses for those Nuveen Funds that are advised by Nuveen Fund Advisers, Inc.
This includes restrictions on frequent trading in shares of any
open-end
Nuveen Fund advised by Nuveen Fund Advisers, Inc. which limits investors to two round trips per
60-day
trading period. Any violation of these trading restrictions is
punishable as a violation of the Code. This applies to you and to any Household member.
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11.
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Comply with Federal Securities Laws.
Any violation of these laws is punishable as a violation of the Code.
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12.
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Never do anything indirectly that, if done directly, would violate the Code.
Such actions will be considered the equivalent of direct Code violations.
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Nuveen Code of Ethics
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Page 3 of 7
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13.
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Promptly alert Compliance of any actual or suspected wrongdoing.
Alert the Nuveen Compliance Ethics Office or, if applicable, the Chief Compliance Officer of the affiliated investment adviser. Examples of
wrongdoing include violations of the Federal Securities Laws, misuse of corporate assets, misuse of confidential information, or other violations of the Code.
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Upon becoming a Nuveen Employee
Report actual or suspected violations to the Nuveen Compliance Ethics Office or, if applicable, the Chief
Compliance Officer of the affiliated adviser. If you prefer to report confidentially, call the Nuveen Confidential Hotline at
877-209-3663.
Note that failure to report
suspected wrongdoing in a timely fashion is itself a violation of the Code.
INSIDE INFORMATION
What is Inside Information?
Inside Information is defined as information regarding any security, securities-based derivatives or issuer of a security that is both
material and
non-public.
Information is material if both of the following are true:
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A reasonable investor would likely consider it important when making an investment decision.
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Public release of the information would likely affect the price of a security.
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Information
is generally
non-public
if it has not been distributed through a widely used public medium, such as a press release or a report, filing or other periodic communication.
Restrictions and requirements
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Any time you think you might have, or may be about to, come into possession of Inside Information (whether in connection with your position at Nuveen or not), alert Nuveen. If you work for a Nuveen investment adviser,
alert your local Compliance or Legal office, who in turn will notify the Ethics Office.
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Otherwise, alert Nuveen Compliance
within the Ethics Office. Follow the instructions you are given. Otherwise, alert Nuveen Compliance within the Ethics Office. Follow the instructions you are given. Note that information regarding account related activity including, but not limited
to, new and terminated accounts, large cash flows, index construction and rebalancing for ETFs and related transactions may constitute Inside Information. If you possess this type of Inside Information, you do not need to disclose the Inside
Information to Compliance. However,
you should never knowingly trade any security likely to be traded or considered for trade by any Nuveen advised account or portfolio.
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Until you receive further instructions from Compliance or Legal, do not take any action in relation to the information, including trading or recommending the relevant securities or communicating the information to
anyone else.
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Never make decisions on your own regarding potential Inside Information, including whether such information is actually Inside Information or what steps should be taken.
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If Compliance and/or Legal determine that you have Inside Information:
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Do not buy, sell, gift, or otherwise dispose of the securities, whether on behalf of a Nuveen- Advised Account or Portfolio, yourself, or anyone else.
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Do not in any way recommend, encourage, or influence others to transact in the issuers securities, even if you do not specifically disclose or reference the Inside Information.
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Do not communicate the Inside Information to anyone, whether inside or outside Nuveen, except in discussions with Compliance and Legal and as expressly permitted by any confidentiality agreement or supplemental policies
and procedures of your investment adviser.
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1.
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Within 10 calendar days of starting at Nuveen, acknowledge receipt of the Code.
This includes certifying that you have read the Code, understand it, recognize that you are subject to it, have complied with all of
its applicable requirements, and have submitted all Code-required reports.
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2.
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Within 10 calendar days of starting at Nuveen, report all of your Reportable Accounts and holdings in Reportable Securities.
Include current information (no older than 45 calendar days before your first day of
employment) on all Reportable Securities.
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For each security, provide the security name and type, a ticker symbol or CUSIP,
the number of shares or units held, and principal amount (dollar value). For each Reportable Account, provide information about the broker, dealer, or bank through which the account is held and the type of account. For each Reportable Account,
submit a copy of the most recent statement.
Note that there are separate procedures for Managed Accounts, as described below in item 5.
3.
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Within 10 calendar days of starting at Nuveen, report all current investments in private placements (limited offerings).
Limited offerings are Reportable Securities.
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4.
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Within 30 calendar days of starting at Nuveen, move or close any Reportable Account that is not at an approved firm
. The approved firms are:
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Ameriprise Financial
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OptionsXpress
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Barclays Capital Inc.
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Raymond James
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Chase Investment
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RBC Securities
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Services Corp
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Scottrade Financial Services
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Charles Schwab
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Stifel Financial
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Citigroup Smith Barney
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T. Rowe Price
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Nuveen Code of Ethics
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Page 4 of 7
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Edward Jones
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TD Ameritrade
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E*Trade Securities
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TIAA Brokerage Services
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Fidelity Investments
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UBS Financial Services Inc.
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Goldman Sachs
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US Bancorp
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Interactive Brokers
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Investments, Inc.
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JP Morgan Private Bank
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Vanguard
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JP Morgan Securities Brokerage Services Merrill Lynch Wells Fargo
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Morgan Stanley
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Advantaged Funds
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Oppenheimer & Co.
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Wells Fargo Investments
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Under very limited circumstances, a Reportable Account may be allowed to remain at a
non-approved
firm. Examples include:
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An account owned by a Household Member who works at another financial firm with comparable restrictions.
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An account that holds securities that cannot be transferred.
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An account that cannot be moved because of a trust agreement. To apply for an exception, contact Compliance. For any account granted an exception, arrange for Compliance to receive duplicates of all periodic statements.
If a firm cannot provide duplicate statements directly to Compliance, you must take responsibility for providing these statements to Compliance yourself.
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Note that consultants and temporary workers may not be required to move or close Reportable Accounts at the discretion of Compliance.
When opening any new Reportable Account (including a Managed Account)
5.
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Get Compliance
pre-approval
for any new Managed Account.
Using the appropriate form (available from Compliance), provide representations that support the classification of
the account as a Managed Account. For an account to be classified as a Managed Account, the account owner must have no direct or indirect influence or control over the securities in the account. The form must be signed by the accounts broker
or investment manager and by all account owners (you and/or any Household Member).
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Note that if the Managed Account is not
maintained at an approved firm, you are also responsible for ensuring that duplicate statements of the Managed Account are sent to the Ethics Office. In addition, you will need to provide duplicate statements to the adviser with which you are
affiliated, if they also require such statements.
6.
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Report any new Reportable Account (other than a Managed Account) that is opened with an approved firm.
Do this within 10 calendar days of the date you or a Household Member opens the account or an account becomes
a Reportable Account through marriage, cohabitation, divorce, death, or another event.
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Before placing any trades in Reportable
Securities
7.
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Pre-clear
any trade in Reportable Securities that is above the minimum share quantity. Additional exclusions are noted in the box below.
Without
pre-clearance,
you can trade up to 500 shares over any period of 5 trading days in any security with a market capitalization (on the trade date) of at least $5 billion. This applies only to securities that
trade in share quantities, and therefore does not extend to options or fixed income securities. This de minimis exception does not apply to Nuveen-sponsored CEFs or ETFs.
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If your trade requires
pre-clearance,
request approval through PTCC before you or any Household
Member places an order to buy or sell any Reportable Security. Approval, if granted, expires at the end of the day it was granted. When requesting
pre-clearance,
follow this process:
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Request
pre-clearance
on the same day you want to trade. Be sure your
pre-clearance
request is accurate as to security and direction of
trade.
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Wait for approval to be displayed before trading. If you receive approval, you may only trade that same day, and only within the scope of approval. If you do not receive approval, do not trade.
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Place day orders only. Do not place good-til-canceled orders. You may place orders for an after-hours trading session using that days preclearance approval, but you must not place any order that could remain open
into the next regular trading session.
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8.
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You must hold a position in a Reportable Security, other than
non-Nuveen
ETFs, for 30 calendar days from your most recent purchase of that security before realizing any
profit.
This rule extends to any options or other transactions that may have the same effect as a purchase or sale, and is tested on a
last-in-first
out basis. This
rule is based upon your overall holdings, not at an account level. Positions in Nuveen ETFs are subject to this 30 day holding period requirement.
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You may be required to surrender any gains realized through a violation of this rule. You may close a position at a loss at any time,
provided
pre-clearance
has been obtained or an exemption applies.
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Nuveen Code of Ethics
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Page 5 of 7
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NOTE: All Reportable Securities that qualify for the
500-share
exemption from
pre-clearance
are still subject to the 30 calendar day holding requirement except for positions in
non-Nuveen
ETFs.
Before influencing any trades in a Managed Account
9.
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Pre-clear
any transaction in a Managed Account that involves your influence.
You must also immediately consult with Compliance to discuss whether the account in question
can properly remain classified as a Managed Account. This applies to you and to any Household Member.
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WHAT NEEDS TO BE
PRE-CLEARED
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Pre-clearance
required
All actively
initiated trades in Reportable Securities, which includes ETFs and
closed-end
funds (both Nuveen and
non-Nuveen).
Be aware that
pre-clearance
can be withdrawn even after it has been granted, and even after you have traded, if Nuveen later becomes aware of Nuveen-Advised Account or Portfolio trades whose existence would have resulted in denial of preclearance. In these cases you may be
required to reverse a trade and/or forfeit an appropriate portion of any profit, as determined by Compliance.
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No
pre-clearance
required
Trades except those in Nuveen CEFs and ETFs that fall within the
500-share
exception.
Shares of any
open-end
mutual fund (including
Nuveen or TIAA Funds). Note that TIAA Funds defined term includes ETFs.
Securities acquired or disposed of through actions outside your control or issued pro
rata to all holders of the same class of investment, such as automatic dividend reinvestments, stock splits, mergers, spin-offs, or rights subscriptions.
Sales pursuant to a bona fide tender offer.
Trades made through
an Automatic Investment Plan that has been disclosed to Compliance in advance.
Trades in a Managed Account.
Donations or
gifting of securities.
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Every Quarter
10.
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Within 30 calendar days of the end of each calendar quarter, verify that all Reportable Transactions made during that quarter have been reported.
PTCC will display all transactions of yours for which it has
received notice. For any transactions not displayed (such as transactions in accounts you have approval to maintain elsewhere), you are responsible for ensuring that Compliance promptly receives copies of all account statements so that they can
enter them into PTCC.
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For each Reportable Transaction, you must provide, as applicable, the security name and type, the
ticker symbol or CUSIP, the interest rate (coupon) and maturity date, the number of shares, the principal amount (dollar value), the nature of the trade (buy or sell), and the name of the broker, dealer, or bank that effected the transaction. It is
very important that you carefully review and verify the transactions and related details displayed on PTCC, checking for accuracy and completeness. If you find any errors or omissions, correct or add to your list of transactions in PTCC.
Every year
11.
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Within 45 calendar days of the end of each calendar year, acknowledge receipt of the most recent version of the Code and file your Annual Holdings and Accounts Report.
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The report must contain the information described in item #2 on page 4, and include your certification that you have reported all Reportable
Accounts, and all holdings and transactions in Reportable Securities for the previous year.
For Managed Accounts, you must affirm
annually through PTCC (for yourself and on behalf of any Household Member) the classification of the account as a Managed Account through a separate certification. No broker or investment manager involvement is required on this annual reaffirmation.
You also need to acknowledge any amendments to the Code that occur during the course of the year.
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Nuveen Code of Ethics
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Page 6 of 7
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ADDITIONAL RULES FOR SECTION 16 OFFICERS
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Pre-clear (through PTCC) any transactions in
closed-end
funds of which you are a Section 16 officer. Your request will be reviewed by Legal in Chicago.
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When selling for a gain any securities you buy that are issued by the entity of which you are Section 16 officer, make sure it is at least 6 months after your most recent purchase of that security. This rule
extends to any options or other transactions that may have the same effect as a purchase or sale, and is tested on a
last-in-first-out
basis. You may be required to surrender any gains realized through a violation of this rule. Note that for any
fund of which you are a Section 16 officer, no exception from preclearance is available.
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Email details of all executed transactions in these securities to Legal in Chicago.
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Contact Legal in Chicago
if you are unsure whether you are a Section 16 officer or if you have any other questions.
CODE ADMINISTRATION
Training
You will be required to participate in training
on the Code when joining Nuveen as well as periodically during the time you are subject to the Code.
Exceptions
The Code exists to prevent violations of law. No exceptions that would violate any law will be granted.
Monitoring and enforcement
Nuveen Compliance is
responsible for monitoring transactions and holdings for any violations of this Code. Any individual who violates the Code is subject to penalty. Possible penalties may include a written warning, restriction of trading privileges, disgorgement of
trading profits, fines, and suspension or termination of employment. Literal compliance with the Code, such as
pre-clearing
a transaction, will not make a person immune from liability for conduct that violates
the spirit of the Code.
Applicable rules
The Code
has been adopted in recognition of Nuveens fiduciary obligations to clients and in accordance with various provisions of Rule
204A-1
under the Investment Advisers Act of 1940 and Rule
17j-1
under the Investment
Company Act of 1940. This Code is also adopted by the Nuveen Funds advised by Nuveen Fund
Advisors, Inc., under Rule
17j-1.
Some elements of the Code also constitute part of Nuveens response to
Financial Industry Regulatory Authority (FINRA) requirements that apply to registered personnel of Nuveen Securities, LLC, and National Futures Association (NFA) requirements that apply to personnel affiliated with Nuveen Commodities Asset
Management, LLC or Nuveen Asset Management, LLC.
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Nuveen Code of Ethics
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Page 7 of 7
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CODE OF ETHICS
Effective: May 26, 2016
This Code of Ethics is designed to ensure that personal trading and other
business activities of employees are conducted in a manner consistent with applicable laws and regulations.
1933 ACT
means the Securities Act of 1933, as amended, and the
rules and regulations adopted thereunder.
1940 ACT
means the Investment Company Act of 1940, as amended, and the rules and regulations
adopted thereunder.
ADVISERS ACT
means the Investment Advisers Act of 1940, as amended, and the rules and regulations adopted
thereunder.
ADVISORY CLIENTS
means the entities, individuals or accounts to which OFI (as defined below) provides investment advisory
services pursuant to an investment management agreement.
APPROVED LIST
means the list of financial firms or institutions with which
Personal Accounts are permitted to be maintained.
BENEFICIAL INTEREST
means the opportunity, directly or indirectly, through any
contract, arrangement, understanding, relationship or otherwise, to share at any time in any economic interest or profit derived from an ownership of or a transaction in a Security (as defined below).
An Employee (as defined below) is deemed to have a Beneficial Interest in the following:
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Any Security held in an account registered in the name of the Employee;
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Any Security held in an account registered in the name of the Employee jointly with others (
e.g.,
joint accounts, spousal accounts, partnerships, trusts and controlling interests in corporations);
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Any Security held in an account registered in the name of a Family Member (as defined below) or Domestic Partner (as defined below);
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Any Security held in an account registered in the name of the Employees Family Member, Domestic Partner, friend or any other third-party (i) for which the Employee acts as trustee, executor, or guardian or
provides investment or any other advice; or (ii) over which the Employee has any form of discretion or authority;
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This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
1
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Any interest(s) held by the Employee in a general or limited partnership or limited liability company; or
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Any interest (or that of a Family Member) as a member of an organization that is formed for the purpose of investing a pool of money in Securities (
e.g.,
an investment club).
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Employees do not have a Beneficial Interest in Securities held by a corporation, partnership, limited liability company or other entity in which an Employee
holds an interest, unless the Employee is a controlling equity holder or has or shares any form of discretion or authority over the Securities held by the entity.
Employees may not exercise investment discretion over accounts in which they have no Beneficial Interest unless approved by the Compliance Department.
Employees must receive written approval from the Compliance Department: (i) upon assuming power of attorney related to financial or investment matters for any person or entity; or (ii) before accepting a position in an organization that
requires an Employee to exercise discretion or manage that organizations investment accounts.
Employees shall contact the Compliance Department
when they are not sure if they are deemed to have a Beneficial Interest in a Security.
CODE
means this Code of Ethics.
DISCRETIONARY MANAGED ACCOUNT
means a Personal Account (as defined below) for which an Employee has completely relinquished decision-making
authority to a professional money manager (who is not a Family Member or not otherwise covered by this Code), and over which the Employee has no direct or indirect influence or control. Such Discretionary Managed Accounts are often referred to as
professionally managed, controlled or managed accounts.
DOMESTIC PARTNER
means an individual, at
least 18 years of age, with whom an Employee (as defined below): (i) resides with as if married and intends to do so indefinitely; (ii) lives with as a domestic partner for 12 consecutive months; (iii) shares financial responsibilities and
expenses; and (iv) is not related any closer than would make the marriage illegal.
EMPLOYEE
means any person who is an employee
of OFI (as defined below) or a supervised person of an adviser as defined in the Advisers Act. All Employees are considered Access Persons as that term is defined in Rule
17j-1
under the 1940 Act.
This policy is proprietary and may not be distributed to, or shared with, any third
parties, unless required by applicable law or approved by the OFI Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
2
A director of OFI having no other executive
responsibilities or engagement in OFIs
day-to-day
activities beyond the scope of his or her directorship and who does not make, participate in or obtain
information regarding the purchase or sale of any Funds portfolio securities as part of his or her service as a director, is not considered an Employee. The Compliance Department, in its sole discretion, may determine whether any person should
be designated as an Employee or exempted from the definition of Employee for the purposes of the Code.
EXCHANGE ACT
means the
Securities Exchange Act of 1934, as amended, and the rules and regulations adopted thereunder.
FAMILY MEMBER
means an Employees
spouse, minor children and other members of his or her family (including, but not limited to children, stepchildren, grandchildren, parents, step parents, grandparents, siblings,
in-laws
and adoptive
relationships) who share the Employees household.
Employees shall contact the Compliance Department if they believe that a Family Member should be
exempted from the provisions of this Code.
INDEPENDENT DIRECTOR
means any director or trustee of an Oppenheimer Fund (as defined
below) who is not an interested person (as defined in Section 2(a)(19) of the 1940 Act) of the Fund. An Independent Director is
not
considered an Employee or Investment Person.
INITIAL PUBLIC OFFERING
means an offering of securities registered under the 1933 Act, the issuer of which immediately before the
registration was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange or foreign regulatory equivalents thereof.
INVESTMENT PERSON
means an Employee who is also: (i) a portfolio manager; (ii) a securities analyst or trader who provides
information and advice to a portfolio manager or who helps execute a portfolio managers investment decisions; (iii) any other person who, in connection with his or her duties, makes or participates in making recommendations regarding an
Advisory Clients purchase or sale of securities; or (iv) any Employee who works directly with a Portfolio Manager or in the same department as the Portfolio Manager and is likely to be exposed to sensitive information relating to the
accounts for which that Portfolio Manager has responsibility.
In addition to the above definitions, an Employee is an Investment Person if
the Employee has been notified in writing by the Compliance Department that the Employee has been designated as an Investment Person due to the nature of the Employees duties and functions.
MANAGEMENT PERSON
means an Employee who is a member, as may be determined from time to time, of OFIs (as defined below) Senior
Leadership Team, Valuation Committee, Investment Risk Management Committee or Product Review Committee.
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
3
In addition to the above definition, an Employee is a
Management Person if the Employee has been notified in writing by the Compliance Department that he or she has been designated as such due to the nature of his or her duties and functions.
MNPI
means material, nonpublic information.
OPPENHEIMER FUND
or
FUND
means an investment company registered under the 1940 Act sponsored and advised by OFI.
OFI
means OppenheimerFunds, Inc., an investment adviser registered with the SEC, and its subsidiaries.
PERSONAL ACCOUNT
means any account in which Securities may be held that is owned by, or in the name of, an Employee, an Employees
Domestic Partner or Family Member
or
any such account in which an Employee, an Employees Domestic Partner or Family Member has a Beneficial Interest or over which an Employee, an Employees Domestic Partner or Family Member may
exercise investment discretion.
PRIVATE PLACEMENT
means an offering of securities that is exempt from registration
pursuant to Section 4(2) or Section 4(6) of the 1933 Act or pursuant to Rules 504, 505 or 506 under the 1933 Act.
PTA
means
FIS Protegent PTA, a third-party web based application that allows Employees to report and update certain information, as required under this Code, including brokerage accounts and security holdings. OFI uses PTA for Employee reporting and
pre-clearance
requests made pursuant to the Code.
RESTRICTED LIST
means the list of
issuers for which Employees may be in possession of MNPI. As a result of possessing such MNPI, trading in the issuer is restricted or prohibited.
SECURITY
means, except as noted below, generally any investment, instrument, asset or holding, whether publicly or privately traded, any
exchange traded fund (ETF), any exchange traded note or any
closed-end
fund and any option, future, forward contract, listed depositary receipts (
e.g.
, American Depositary Receipts, American
Depositary Shares, Global Depositary Receipts) or other obligation involving securities, a commodity, or an index thereof, including an instrument whose value is derived or based on any of the above (derivative). A Security also includes
any instrument that is convertible or exchangeable into a security or which confers a right to purchase a security.
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
4
For purposes of the
pre-clearance
and disclosure of Personal Account requirements applicable to Management Persons, the term Security specifically includes shares of any Oppenheimer Fund or
Sub-advised
Fund; for Investment Persons, the term Security specifically includes shares of any Oppenheimer Fund or
Sub-advised
Fund for which the Investment
Person serves in the capacity, or perform the functions, that warrant him or her to be identified as an Investment Person.
The term Security
does
not
include:
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Shares of a registered
open-end
investment company, shares of a money market fund that holds itself out as a money market fund under Rule
2a-7
of the 1940 Act, or shares of a unit investment trust that invests exclusively in registered
open-end
investment companies;
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Securities issued by the U.S. government, its agencies, instrumentalities and government-sponsored enterprises;
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Bankers acceptances, bank certificates of deposit, commercial paper, short-term debt instruments (including repurchase agreements) provided such debt instruments have a maturity at the date of issuance of less
than 366 days;
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Insurance contracts, including life insurance or annuity contracts;
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Direct investments in real estate, private business franchises or similar ventures; or
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Physical commodities (including foreign currencies).
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SECURITY HELD OR TO BE ACQUIRED
means
any Security that, within the most recent 15 calendar days: (i) is or has been held by an Advisory Client; or (ii) is being considered by OFI for purchase on behalf of an Advisory Client. The term also includes an option to purchase or
sell, and any security convertible into or exchangeable for, a Security.
SUB-ADVISED
FUND
means an investment company registered under the 1940 Act for which OFI serves as a
sub-adviser.
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
5
III.
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STANDARDS OF BUSINESS CONDUCT
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Although the Code is intended to provide guidance as to whether
certain actions or practices are permissible, it does not cover every conflict Employees may face. OFI also maintains other compliance policies and procedures that may be directly applicable to each Employees specific responsibilities and
duties. These policies are available to Employees through OFIs internal website and include, but are not limited to the following:
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Gift & Entertainment Policy;
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Statement of Policy and Procedures of OppenheimerFunds, Inc. Designed to Detect and Prevent Insider Trading;
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Portfolio Holdings Disclosure Policy; and
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Outside Business Activities Policy.
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The interests of Advisory Clients must always come first. Accordingly,
Employees must comply with the following general standards of business conduct:
(a)
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Compliance with Laws and Regulations
. All Employees must comply with all U.S., foreign, state and local laws, rules and regulations applicable to OFIs business or operations, including, but not limited to,
U.S. federal securities laws. An Employee is not permitted, in connection with the purchase or sale, directly or indirectly, of a Security Held or to Be Acquired by an Advisory Client to:
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employ any device, scheme or artifice to defraud such Advisory Client;
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make to such Advisory Client any untrue statement of a material fact or omit to state to such Advisory Client a material fact necessary in order to make the statements made, in light of the circumstances under which
they are made, not misleading;
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engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any such Advisory Client; and
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engage in any act, practice or course of business that operates or would operate as a fraud or deceit on such Advisory Client.
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(b)
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Conflicts of Interest
. OFI, as an investment adviser, and its Employees have a fiduciary duty to act in the best interests of Advisory Clients. In order to comply with this duty, Employees must avoid conflicts of
interest and disclose material facts concerning any potential conflict that may arise. Conflicts of interest may arise when OFI or its Employees favor its or their own interests or the interests of one Advisory Client over
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This policy is proprietary and may not be distributed to, or shared with, any third
parties, unless required by applicable law or approved by the OFI Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
6
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another or an Employee favors the interests of their Family Members or OFI over the interests of Advisory Clients. Such favoritism is expressly prohibited and constitutes a breach of fiduciary duties. Any Employee who
becomes aware of a potential conflict of interest must promptly bring the matter to the attention of the Legal Department or the Compliance Department.
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(c)
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Competing with Client Trades
. Employees are prohibited from profiting personally by using knowledge about contemplated or pending securities transactions or securities transactions currently under consideration
for Advisory Clients. Accordingly, an Employee may not purchase or sell a Security for his or her Personal Account when in possession of knowledge that an order to buy or sell the same Security has been made for an Advisory Client or is being
considered for an Advisory Client.
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(d)
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Confidentiality.
All information concerning (i) Securities being considered for purchase or sale on behalf of any Advisory Client; and (ii) Securities being held in the accounts of Advisory Clients is
considered proprietary and confidential business information. With respect to the Oppenheimer Funds, such information may only be disclosed in accordance with the Portfolio Holdings Disclosure Policy.
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(e)
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Insider Trading
. Employees are prohibited from trading, either personally or on behalf of others, in any Security while in possession of MNPI concerning that Security. MNPI not only relates to an issuers
securities but also includes the recommendations of OFI and portfolio holdings and transactions involving an Advisory Client. Accordingly, an Employee is prohibited from purchasing or selling shares of an Oppenheimer Fund based on MNPI that he or
she may possess concerning such Fund or a Security it holds. Employees are also prohibited from communicating MNPI to others in violation of federal or state law and OFIs and the Employees fiduciary duty to Advisory Clients. Employees
must immediately notify the Legal Department or Compliance Departments if he or she has, may have or expects to receive MNPI concerning any Security. Employees must not: (i) disclose the information to anyone, except members of the Legal
Department or Compliance Department; (ii) purchase or sell the Securities that are the subject of; or (iii) recommend that others purchase or sell the Securities to which the information relates.
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(f)
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Restrictions on Outside Business Activities.
Employees are subject to the Outside Business Activities Policy which prohibits them from engaging in any organized or business activity (with or without compensation)
outside the firm, unless they obtain prior approval from the Compliance Department.
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This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
7
IV.
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ESTABLISHING A PERSONAL ACCOUNT
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Employees, their Domestic Partners and their Family Members may
only maintain Personal Accounts with financial firms or institutions on the Approved List, which is maintained by the Compliance Department and available to Employees on the OFI internal website. Employees must enter new Personal Accounts into PTA
no later than 15 calendar days after the Personal Account is opened. Employees must obtain approval from the Compliance Department prior to opening a Personal Account with a financial firm or institution that is
not
on the Approved List.
In addition to the above, Management Persons must enter into PTA any Personal Accounts that hold shares of any Oppenheimer Fund or
Sub-advised
Fund, even if the Personal Account might otherwise be exempt from reporting. Investment Persons must record in PTA any Personal Accounts that hold shares of any Oppenheimer Fund or
Sub-advised
Fund with respect to any Funds for which the Investment Person serves in the capacity, or perform the functions, that warrant him or her to be identified as an Investment Person.
Employees with Discretionary Managed Accounts must provide a copy of the managed account agreement entered into with the applicable financial firm or
institution.
V.
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TRADING IN A PERSONAL ACCOUNT
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(a)
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Pre-Clearance.
Except as noted below, Employees must
pre-clear
all Securities transactions made in Personal Accounts through PTA.
Upon completion of certain reviews, which may include, among other things, the Securitys market capitalization, Employees will be promptly notified by the Compliance Department with a determination regarding the trade request. Employees may
not execute a trade in a Personal Account until they are notified by the Compliance Department that the trade has been approved. Such approval remains in effect until the business day after it is granted, unless otherwise specified by the Compliance
Department. Any trades not executed by the end of the business day after approval is granted must be
re-submitted
for approval.
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The following transactions are exempt from the
pre-clearance
requirement:
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Purchases or sales of Securities effected in a Discretionary Managed Account;
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Purchases or sales of shares of any Oppenheimer Fund (see below for
pre-clearance
requirements applicable to Investment Persons and Management Persons);
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Purchases or sales of shares of an ETF; and
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Purchases or sales of Securities in a Personal Account that are made involuntarily, such as:
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Securities received pursuant to a dividend reinvestment plan;
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This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
8
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Securities issued as part of employment compensation;
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Securities received pursuant to issuer distributions due to stock split or exercise of rights acquired as part of a pro rata distribution to all holders; or
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Securities acquired or sold pursuant to an automatic investment program in which regular purchases (or withdrawals) are made according to a predetermined schedule and allocation.
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(b)
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Short-Term Trading.
Employees are prohibited from selling any Security (including selling any ETF) within any period of sixty (60) calendar days following the purchase of that Security, unless the
Security will be sold at a loss and the sale has been approved by the Compliance Department or is subject to the exemptions listed below. This prohibition includes the writing of covered calls that are exercised, causing the underlying Security to
be called away within sixty (60) calendar days following the purchase of the underlying Security. See Section VI: Additional Restrictions and Prohibitions Futures and Options. The
60-day
holding period is calculated using a
last-in,
first-out
methodology.
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The following transactions are exempt from the short-term trading requirement:
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Sales of Securities effected in a Discretionary Managed Account; and
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Sales of Securities in a Personal Account that are made involuntarily, such as those pursuant to an automatic withdrawal program.
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With respect to purchases and sales of Oppenheimer Funds, Employees must comply with the provisions of the short-term trading restrictions as
set forth in the applicable Oppenheimer Fund prospectus.
(c)
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Trading Provisions Specific to Investment Persons.
In addition to the
pre-clearance
and short-term trading requirements listed above, Investment Persons are subject
to the following:
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Investment Persons are required to
pre-clear
purchases and sales of Oppenheimer Funds and
Sub-advised
Funds for which the Investment Person
serves in the capacity, or perform the functions, that warrant him or her to be identified as an Investment Person.
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Investment Persons, including Management Persons who are also Investment Persons, may not purchase or sell any Security for their Personal Accounts within seven calendar days before or seven calendar days after (not
including the day of the trade) the same Security is purchased or sold for the account of an Advisory Client for whom such Investment Person serves in the capacity, or performs the
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This policy is proprietary and may not be distributed to, or shared with, any third
parties, unless required by applicable law or approved by the OFI Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
9
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function, that warrant him or her to be identified as an Investment Person. However, this prohibition does not apply to purchases and sales of a Security that comply with certain specifications (
e.g.
, large market
capitalization) as may be determined from time to time by the Code of Ethics Oversight Committee.
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Transactions in Securities by Investment Persons, including Management Persons who are also Investment Persons, may be subject to review by the Code of Ethics Oversight Committee if an Investment Person obtained
approval for a purchase or sale of a Security in a Personal Account, and a purchase or sale in the same Security for an Advisory Client for which that Investment Person acts as an Investment Person, is effected within seven calendar days following
the Investment Persons transaction. Such transactions may be subject to a price adjustment and/or the disgorgement of profits.
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(d)
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Trading Provisions Specific to Management Persons.
In addition to the
pre-clearance
and short-term trading requirements listed above, Management Persons are required
to
pre-clear
purchases and sales of all Oppenheimer Funds and
Sub-advised
Funds.
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VI.
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ADDITIONAL RESTRICTIONS AND PROHIBITIONS FOR TRADING IN PERSONAL ACCOUNTS
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Trading in Personal
Accounts is also subject to the following restrictions:
(a)
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Excessive Trading:
Employees may not engage in personal trading that is excessive or that compromises OFIs fiduciary duty to its Advisory Clients. The Code of Ethics Oversight Committee, in its
discretion, will determine what constitutes excessive personal trading activity.
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(
b)
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Futures and Options:
Employees may not purchase or sell options or futures contracts (both
over-the-counter
and exchange
traded) on physical commodities. An Employee may write a call or purchase a put, as long as the Employee owns the underlying security.
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For the avoidance of doubt, the 60 day short term trading restrictions set forth in Trading in a Personal AccountShort Term
Trading
apply to any derivatives strategy effected in Personal Accounts.
(c)
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Initial Public Offerings and Secondary Offerings:
Employees may not purchase securities in an Initial Public Offering or secondary offering.
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(d)
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Investments in Private Placements, Hedge Funds, Private Funds, and Limited Partnerships
: Employees must obtain approval from the Compliance Department prior to investing in a Private Placement, hedge fund,
private fund or other limited investment offering. Employees must provide documentation describing the investment (
e.g.,
offering memorandum, subscription documents) so as to enable the Compliance Department to conduct an appropriate review
of the investment.
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This policy is proprietary and may not be
distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and
Procedure.
10
(e)
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Investment Clubs:
Employees are prohibited from direct or indirect participation in investment clubs in which the Employee would have a Beneficial Interest.
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(f)
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Restricted Securities:
Employees may not purchase or sell the Securities of any issuer that is on the Restricted List, as maintained by the Compliance Department.
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(g)
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Short Selling
:
Employees are prohibited from selling a Security short. This prohibition includes option strategies designed to achieve the same result.
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VII.
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REPORTING REQUIREMENTS AND CERTIFICATIONS
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(a)
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Initial Reports:
Within the first ten days of employment
,
Employees are required to certify in PTA that they: (i) have received and read the Code; and (ii) understand that they are subject
to the requirements of the Code. Additionally, Employees who maintain Personal Accounts shall provide the Compliance Department with an initial holdings form and a personal securities account form disclosing information that is not more than 45 days
old (from the date the Employee became an Employee). The information entered in PTA must include:
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Name(s) in which each Personal Account is registered and the date on which the Personal Account was established;
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Title and type of Security, number of shares, principal amount, interest rate and maturity (as applicable) of each Security held in the Personal Accounts; and
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Name of the financial firm or institution with which the Personal Account is maintained.
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(b)
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Quarterly Reports
:
Within 30 days after the end of each calendar quarter, Employees are required to certify that all transactions effected in Securities during the quarter in Personal Account(s) have been
recorded accurately in PTA.
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Involuntary purchases or sales of Securities in a Personal Account are exempt from the Quarterly
Reports requirement. These include:
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Securities received pursuant to a dividend reinvestment plan;
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Securities issued as part of employment compensation;
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Securities received pursuant to issuer distributions due to a stock split or exercise of rights acquired as part of a pro rata distribution to all holders; and
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This policy is proprietary and may not be distributed to, or shared with, any third
parties, unless required by applicable law or approved by the OFI Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
11
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Securities purchased (or sold) through automatic investment programs in which regular purchases (or withdrawals) are made according to a predetermined schedule and allocation.
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(c)
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Annual Reports:
At least annually, Employees must to certify that: (i) they have received, read and understand the Code; (ii) they are subject to the requirements of the Code; and (iii) they
have complied with the requirements of the Code and understand their violations (if applicable) of the Code. Additionally, Employees must certify that the following information is recorded accurately in PTA:
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Name(s) in which Personal Accounts are registered and the date on which each Personal Account was established;
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Title and type of Security, number of shares, principal amount, interest rate and maturity (as applicable) of each Security held in Personal Accounts; and
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Name of the financial firm or institution with which each Personal Account is maintained.
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VIII.
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INDEPENDENT DIRECTORS
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An Independent Director of an Oppenheimer Fund or board of any other
pooled investment vehicle adopting this Code is required to report only those transactions in his or her Personal Account in a Security (excluding, for purposes of this paragraph,
open-end
Oppenheimer Funds)
that at the time such Independent Director knew, or in the ordinary course of fulfilling his or her duties would have had reason to know, was purchased or sold or was being considered for purchase or sale by an Oppenheimer Fund during the 15
calendar day period immediately before or after the date of the Independent Directors transaction. No report will be required for any quarter in which an Independent Director has only exempt transactions to report.
Sanctions for any violation of the Code by an Independent Director of an Oppenheimer Fund will be determined by a majority vote of other Independent Directors
of such Fund, as applicable.
IX.
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ADMINISTRATION OF THE CODE OF ETHICS
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The Code of Ethics Oversight Committee is responsible for
the oversight and administration of the Code.
All violations of the Code are reported to OFIs Chief Compliance Officer. Reports of violations of
the Code, including the sanction imposed, are provided to the Board of Directors of the Oppenheimer Funds, on a quarterly basis.
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
12
No less frequently than annually, a report will be
provided to the Board of Directors of each Oppenheimer Fund that describes any issues arising under the Code, including, but not limited to, information about material violations of the Code or procedures and sanctions imposed in response to the
material violations, and a certification that each Oppenheimer Fund and OFI have each adopted procedures reasonably necessary to prevent Employees from violating the Code.
X.
|
PENALTIES AND SANCTIONS
|
Any violations and potential violations of the Code are investigated by
the Compliance Department, or, if necessary, the Code of Ethics Oversight Committee. If a determination is made that a violation has occurred, a sanction may be imposed. Sanctions may include, but are not limited to, one or more of the following: a
warning letter, profit disgorgement, personal trading ban, negative adjustment to compensation, termination of employment or referral to civil or criminal authorities or any other sanction as may be determined by the Code of Ethics Oversight
Committee.
OFI reserves the right to take any legal action it deems appropriate against Employees who violate any provision of this Code and to seek to
hold Employees liable for any and all damages (including, but not limited to, all costs and attorney fees) that OFI may incur as a direct or indirect result of any such Employees violation of this Code or related law or regulation.
Records are retained in accordance with applicable legal and regulatory
requirements and OFIs internal policies and procedures.
Any material changes to the Code must be approved by the board of directors of each
entity adopting the Code, and by the board of directors of each Oppenheimer Fund, including a majority of the Independent Directors or Trustees. Approval of any material change to this Code by the board of directors or trustees of the Oppenheimer
Funds must be obtained within six months after the change has been adopted by OFI.
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the OFI
Compliance Department. Please direct all questions regarding OFI policies and procedures to the OFI Compliance Department at ML-Policy and Procedure.
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Code of Ethics for Personal Investing
CODE OF ETHICS FOR PERSONAL INVESTING
Fidelity Fund Access
Version
2017
1 of 14
Code of Ethics for Personal Investing
The Fund Access Version of the Code of Ethics for Personal Investing contains rules about owning and trading securities for personal benefit. This version
applies to officers, directors, and employees of Fidelity companies that are involved in the management and operations of Fidelitys funds or have access to
non-public
information about the funds,
including investment advisers to the funds, the principal underwriter of the funds, and anyone designated by the Ethics Office. Keep in mind that if you change jobs within Fidelity, a different version of the Code of Ethics may apply to you.
Code of Ethics for Personal Investing
4
Rules for All
Employees Subject to This Code of Ethics 4
Whats Required
Acknowledging that you understand the rules
Complying with
securities laws
Reporting violations to the Ethics Office
Disclosing securities accounts and holdings in covered securities
Moving covered accounts to Fidelity
Moving holdings in Fidelity
funds to Fidelity
Disclosing transactions of covered securities
Disclosing gifts and transfers of ownership of covered securities
Getting approval before engaging in private securities transactions
Getting prior approval to serve as a director
Clearing trades in
advance
(pre-clearance)
Surrendering
60-day
gains
(60-Day
Rule)
Whats Prohibited
Trading restricted securities
Selling short
Participating in an IPO
Participating in an investment club
Investing in a hedge fund
Excessive trading
Buying securities of certain broker-dealers
Trading after a
research note
Profiting from knowledge of fund transactions
Influencing a fund to benefit yourself or others
Attempting to
defraud a client or fund
Using a derivative to get around a rule
Additional Rules for Traders, Research Analysts, and Portfolio Managers 12
All rules listed above, plus the rules in this section
Whats Required
Notification of your ownership of
covered securities in a research note
Disclosing trading opportunities to the funds before personally trading
Whats Prohibited
Trading within seven days of a
fund you manage
The Rules for Employee Investing are fairly comprehensive. They cover most of the personal investing situations a Fidelity employee is
likely to experience. Yet its always possible you will encounter a situation that isnt fully addressed by the rules. If that happens, you need to know what to do. The easiest way to make sure you are making the right decision is to
follow these three principles:
1. Know the policy.
If you think your situation isnt covered, check again. It never hurts to take a second look at the rules.
2. Seek guidance.
Asking questions is always
appropriate. Talk with your manager or the Ethics Office if youre not sure about the policy requirements or how they apply to your situation. Additionally, resources are available at MyCompliance to assist you with your questions.
3. Use sound judgment.
Analyze the situation and weigh
the options. Think about how your decision would look to an outsider. Understanding and following the Rules for Employee Investing is one of the most important ways we can ensure that our customers interests always come first.
2 of 14
Ethics Office
Phone
(001)
617-563-5566
(001)
800-580-8780
Fax
(001)
617-385-0939
E-mail
ethics.office@fmr.com
Mail zone
WG3D
Web
MyCompliance.fmr.com
Pre-Clearance
Web
Internal
preclear.fmr.com
External
preclear.fi delity.com
Phone
(001)
617-563-6109
(001)
800-771-2707
To call the phone numbers from outside the United States or Canada, dial 001 before the number.
(sidebar) Other policies you should be aware of
There are other
policies that you need to be familiar with, including:
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Professional Conduct Policies. Global Policy on Personal Conflicts of Interests and other Fidelity wide policies (available at Policy.fmr.com)
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Equal Employment Opportunity and Policy Prohibiting Discrimination and Harassment (available at Policy.fmr.com)
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Electronic Communications, Social Media & Systems Usage Policy (available at Policy.fmr.com)
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Information Security practices (available at InfoSecurity.fmr.com)
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AntiMoney Laundering Policy & Procedures (available at MyCompliance.fmr.com)
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Corporate Policy on Business Entertainment and Workplace Gifts (available at MyCompliance.fmr.com)
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Global Policy on Outside Activities (available at MyCompliance.fmr.com)
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Global Anti- Corruption Policy and applicable Supplements to the Global Anti-Corruption Policy (available at MyCompliance.fmr.com)
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Code of Ethics for Personal Investing
Fund Access
Version
Following the rules in letter and in spirit
This Fund Access Version of the Code of Ethics contains rules about owning and trading securities for personal benefit. Certain rules, which are noted, apply
both to you and to anyone else who is a covered person (see Key Concepts on page14).
You have a fiduciary duty to never place your own personal interests
ahead of the interests of Fidelitys clients, including shareholders of the Fidelity funds. This means never taking unfair advantage of your relationship to the funds or Fidelity in attempting to benefit yourself or another party. It also means
avoiding any actual or potential conflicts of interest with the funds or Fidelity when managing your personal investments.
Because no set of rules can
anticipate every possible situation, it is essential that you follow these rules not just in letter, but in spirit as well. Any activity that compromises Fidelitys integrity, even if it does not expressly violate a rule, has the potential to
harm Fidelitys reputation and may result in scrutiny or further action from the Ethics Office.
WHATS REQUIRED
Acknowledging that you understand the rules
When you
begin working for Fidelity, and again each year, you are required to:
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acknowledge that you understand and will comply with all rules that apply to you
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authorize Fidelity to have access to all of your covered accounts (see Key Concepts on page 14) and to obtain and review account and transaction data (including duplicate copies of
non-Fidelity
account statements) for compliance or employment related purposes
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acknowledge that you will comply with any new or existing rules that become applicable to you in the future
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To Do
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Promptly respond to the
e-mail
you receive from the Ethics Office each year requiring you to acknowledge the Code of Ethics.
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New employees need to respond within 10 days of hire.
Respond to the
e-mail
that you receive from the Ethics Office to acknowledge your understanding of the rules.
Complying with securities laws
In addition to complying
with these rules and other company-wide policies, you need to comply with U.S. securities laws and any other securities laws to which you are subject.
Reporting violations to the Ethics Office
If you become
aware that you or someone else has violated any of these rules, you need to promptly report the violation.
To Do
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Call the Ethics Office Service Line at (001)
617-563-5566
or (001)
800-580-8780.
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Call the Chairmans Line at (001)
800-242-4762
if you would prefer to speak on a
non-recorded
line.
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Disclosing securities accounts and holdings in covered securities
You must disclose all securities accounts those that hold covered securities (see Key Concepts on page 14) and those that do not. You must also disclose
all covered securities not held in an account. This rule covers not only securities accounts and holdings under your own name or control, but also those under the name or control (including trading discretion or investment control) of your covered
persons (see Key Concepts on page 14). It includes accounts held at Fidelity as well as those held at other financial institutions. Information regarding these holdings must not be more than 45 days old when you submit it.
To Do
Employees newly subject to this rule
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Within 10 days of hire or of being notified by the Ethics Office that this version of the Code of Ethics applies to you, submit an Accounts and Holdings Disclosure (available at MyCompliance.fmr.com) showing all of your
securities accounts and holdings in covered securities not held in an account. Submit the most recent statement for each account listed to the Ethics Office if not held at Fidelity. If you do not have any securities accounts or applicable holdings,
check the appropriate box in the online form confirming that you have nothing to disclose.
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Current employees
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Each year, you will receive an Annual Accounts and Holdings Disclosure. You will be required to confirm that all information previously disclosed is accurate and complete.
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As soon as any new securities account is opened, or a preexisting securities account becomes associated with you (such as through marriage or inheritance), complete an Accounts and Holdings Disclosure (available at
MyCompliance.fmr.com) with the new information and submit it promptly to the Ethics Office.
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On your next Quarterly Trade Verification, confirm that the list of disclosed securities accounts in the appropriate section of the report is accurate and complete.
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KEY CONCEPTS
These definitions encompass broad
categories, and the examples given are not
all-inclusive.
If you have any questions regarding these definitions or application of these rules to a person, security, or account that is not addressed in this
section, you can contact the Ethics Office for additional guidance.
Covered person
Fidelity is concerned not only that you observe the requirements of the Code of Ethics, but also that those in whose affairs you are actively involved observe
the Code of Ethics. This means that the Code of Ethics can apply to persons owning assets over which you have control or influence or in which you have an opportunity to directly or indirectly profit or share in any profit derived from a securities
transaction. This includes:
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your spouse or domestic partner who shares your household
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any other immediate family member who shares your household and:
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is supported financially by you or who financially supports you
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anyone else the Ethics Office has designated as a covered person
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This is not an exclusive list, and a covered person may include, for example, immediate family members who live
with you but whom you do not financially support, or whom you financially support or who financially support you but who do not live with you. If you have any doubt as to whether a person would be considered a covered person under the
Code of Ethics, contact the Ethics Office.
Immediate family member
Your spouse, or domestic partner who shares your household, and anyone who is related to you in any of the following ways, whether by blood, adoption, or
marriage:
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children, stepchildren, and grandchildren
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parents, stepparents, and grandparents
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parents-, children-, and
siblings-in-law
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Covered account
The term covered account
encompasses a fairly wide range of accounts. Important factors to consider are:
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your actual or potential investment control over an account, including whether you have trading authority, power of attorney, or investment control over an account
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Specifically, a covered account is a brokerage account or any other type of account that holds, or is capable of holding, a covered security, and that belongs
to, or is controlled by (including trading discretion or investment control), any of the following:
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any corporation or similar entity where a covered person is a controlling shareholder or participates in investment decisions by the entity
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any trust of which you or any of your covered persons:
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participates in making investment decisions for the trust
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is a trustee of the trust
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is a settlor who can independently revoke the trust and participate in making investment decisions for the trust
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Exception
With prior written approval from the Ethics Office, a
covered account may qualify for an exception from these rules where:
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it is the account of a
non-profit
organization and a covered person is a member of a board or committee responsible for the investments of the organization, provided that the
covered person does not participate in investment decisions with respect to covered securities
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it is an educational institutions account that is used in connection with an investment course that is part of an MBA or other educational program and a covered person participates in investment decisions with
respect to the account
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Fidelity fund
The terms fund and Fidelity fund mean any investment company or pool of assets that is advised or subadvised by any Fidelity entity.
Issuer
An entity, including its wholly owned bank
branch, foreign office, or term note program that offers securities or other financial instruments to investors.
Discretionary managed account
A covered account may be eligible for certain exceptions, as specified in the Code of Ethics, with prior written approval of the Ethics Office
validating that the covered account is managed by a third-party investment adviser who has discretionary trading authority over that covered account. To qualify for this exception, the third-party investment adviser must exercise all trading
discretion over the covered account and will not accept any order to buy or sell specific securities from the employee or any other covered person. An approved discretionally managed account will still be subject to the Code of Ethics and all
provisions in the Code of Ethics unless otherwise stated in a specific exception.
Covered security
This definition applies to all persons subject to this version of the Code of Ethics. Covered securities include securities in which a covered person has the
opportunity, directly or indirectly, to profit or share in any profit derived from a transaction in such securities, and encompasses most types of securities, including, but not limited to:
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shares of Fidelity mutual funds (except money market funds), including shares of Fidelity funds in a 529 Plan
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shares of another companys mutual fund if it is advised by Fidelity (check the prospectus to see if this is the case)
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interests in a variable annuity or life insurance product in which any of the underlying assets are held in funds advised by Fidelity, such as Fidelity VIP Funds (check the prospectus to see if this is the case)
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interests in Fidelitys deferred compensation plan reflecting hypothetical investments in Fidelity funds
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interests in Fidelitys deferred bonus plan (ECI) reflecting hypothetical investments in Fidelity funds
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shares of stock (of both public and private companies)
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ownership units in a private company or partnership
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corporate and municipal bonds
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bonds convertible into stock
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options on securities (including options on stocks and stock indexes)
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security futures (futures on covered securities)
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shares of exchange traded funds (ETFs)
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shares of
closed-end
funds
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Exceptions
The following are not considered covered securities (please note that accounts holding non covered securities still require disclosure):
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shares of money market funds (including Fidelity money market funds)
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shares of
non-Fidelity
open-end
mutual funds (including shares of funds in
non-Fidelity
529 plans)
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shares, debentures, or other securities issued by FMR LLC to you as compensation or a benefit associated with your employment
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U.S. Treasury securities
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obligations of U.S. government agencies with remaining maturities of one year or less
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money market instruments, such as certificates of deposit, bankers acceptances, and commercial paper
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commodities (such as agricultural products or metals), and options and futures on commodities that are traded on a commodities exchange
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Automatic investment plan (sidebar)
A program in which regular
periodic purchases (or withdrawals) are made automatically in (or from) covered accounts according to a set schedule and allocation.
Moving covered
accounts to Fidelity
You and your covered persons need to maintain all covered accounts (see Key Concepts on page14) at Fidelity Brokerage Services LLC
(FBS).
Exceptions
With prior written approval from the
Ethics Office, you and your covered persons can maintain a covered account at a broker-dealer other than FBS if any of the exceptions below apply. Note that approval must be obtained prior to opening any new covered account outside FBS:
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it contains only securities that cannot be transferred
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it exists solely for investment products or investment services that FBS does not provide Note: approval will not be granted for requests based on ancillary account features or promotional offers
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it exists solely because your covered persons employer also prohibits external covered accounts
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it is a discretionary managed account (see Key Concepts on page 14)
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it is associated with an ESOP (employee stock option plan) in which a covered person is a participant through his or her current employer, or was from a previous employer, and for which the employee has options that
have not yet vested
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it is associated with an ESPP (employee stock purchase plan) in which a covered person is a participant through his or her current employer
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it is required by a direct purchase plan, a dividend reinvestment plan, or an automatic investment plan with a public company (collectively, automatic investment plans) in which regularly scheduled purchases
are made or planned on a monthly basis
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it is required by a trust agreement
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it is associated with an estate of which you or any of your covered persons is the executor and involvement with the account is temporary
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transferring the account would be inconsistent with other applicable rules
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To Do
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Transfer assets to an FBS account.
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Close all external covered accounts except for those that you have received written permission to maintain. Note that you must disclose all covered accounts which were still open as of your date of hire, even if those
accounts are in process of being closed or transferred to an FBS account.
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For permission to maintain an external covered account, submit a completed Exception Request Form (available at MyCompliance.fmr.com) to the Ethics Office. Follow the specific instructions for each type of account and
provide a current statement for each account.
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Comply with any Ethics Office request for duplicate reporting, such as account statements and transaction reports.
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Moving holdings in Fidelity funds to Fidelity
You and your covered persons need to maintain holdings in shares of Fidelity funds in a Fidelity account.
Exceptions No Approval Required
You and your covered
persons can continue to maintain a preexisting interest in either of the following:
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a Fidelity money market fund
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a variable annuity or life insurance product whose underlying assets are held in Fidelity advised funds
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Exceptions Approval Required
With prior written approval
from the Ethics Office, you and your covered persons can maintain holdings in Fidelity funds in an account outside Fidelity if any of the following apply:
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the holdings are in a defined benefit or contribution plan, such as a 401(k), that is administered by a company at which a covered person is currently employed
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the holdings are in a retirement plan and transferring them would result in a tax penalty
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the holdings are in a discretionary managed account (see Key Concepts on page 14)
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maintaining the holdings in the external account is required by a trust agreement
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the holdings are associated with an estate of which you or any of your covered persons is the executor and involvement with the account is temporary
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you can show that transferring the holdings would create a significant hardship
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To Do
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Transfer shares of Fidelity funds to a Fidelity account except for those that you have received written permission to maintain.
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For permission to maintain shares of Fidelity funds in an account at another financial institution, submit a completed Exception Request Form (available at MyCompliance.fmr.com). Attach a current statement for each
account you list on the form. Forward the form and statement(s) to the Ethics Office.
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Disclosing transactions of covered securities
You need to disclose transactions in covered securities made by you and your covered persons. For accounts held at FBS that you have disclosed, the
Ethics Office will receive transaction reports automatically. For approved covered accounts held outside FBS, comply with any Ethics Office requests for duplicate reporting.
For any other transactions in covered securities (for example, if you or any of your covered persons purchases interests in a Fidelity- advised investment
product in a
non-broker
age account outside Fidelity), you need to disclose this transaction information to the Ethics Office.
Exception
You do not have to report transactions in a covered
account if the transactions are being made through an approved discretionary managed account or under an automatic investment plan (see Key Concepts on page 14), and the details of the account or plan have been provided to the Ethics Office.
To Do
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For transactions in covered securities not made through a covered account, submit a completed Securities Transaction Report (available at MyCompliance.fmr.com) to the Ethics Office within 30 days following the end of
the quarter in which the transaction was completed.
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When requested each quarter, promptly confirm or update your transaction history in covered securities on the Quarterly Trade Verification.
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Provide the details of any automatic investment plan to the Ethics Office.
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Disclosing gifts and transfers
of ownership of covered securities
You need to notify the Ethics Office of any covered securities that you or your covered persons give, donate, or
transfer to another party, or that you or your covered persons receive from another party. This includes, among other things, inheritances of covered securities and donations of covered securities to charities.
To Do
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Complete a Securities Transaction Report (available at MyCompliance.fmr.com) within 30 days following the end of the quarter during which the gift or transfer was made.
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When requested each quarter, promptly confirm or update your history of giving, donating, transferring, or receiving covered securities on the Quarterly Trade Verification.
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Exception
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You do not have to submit a Securities Transaction Report for any gifts, donations, or transfers of covered securities if being made to a Fidelity Charitable Giving Account. The Ethics Office will arrange to get
reporting from Fidelity Charitable and will update the Quarterly Trade Verification.
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Getting approval before engaging in private
securities transactions
You and your covered persons need prior written approval from the Ethics Office for each and every intended investment in a
private placement or other private securities transaction in covered securities, including
non-public
limited entities (e.g., limited partnerships, LLCs, S Corporations, or other legal entities). This includes
any
add-on,
any subsequent investment, or any investment whose terms materially differ from any previous approval you may have received.
To Do
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Before engaging in any private securities transaction, fill out a Private Transaction Request Form (available at MyCompliance.fmr.com).
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Get the necessary approval from your manager or other authority, as described on the request form.
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Submit the request to the Ethics Office and await approval.
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Report the final transaction within 30 days following the end of the quarter in which it was completed using a Securities Transaction Report (available at MyCompliance.fmr.com).
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When requested each quarter, promptly confirm or update your transaction history in private securities transactions on the Quarterly Trade Verification.
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Confirm your holdings on your Annual Accounts and Holdings Disclosure
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For private securities transactions
offered by a Fidelity company, the Ethics Office will typically preapprove such investments for employees who are offered an opportunity to invest. In such cases, you will receive a notification that the offering has been preapproved by the Ethics
Office.
Prohibited Transaction
You and your covered
persons are prohibited from selling and/or offering your privately held shares into an IPO.
Delegating
pre-clearance
responsibilities(sidebar)
In very limited circumstances, you may, with the prior written approval of
the Ethics Office, designate someone to obtain preclearance approvals for you. In such a case, the agent is responsible for obtaining the correct approvals, and you are responsible for maintaining reasonable supervision over that persons
activities related to
pre-clearance.
Clearing trades in advance
(pre-clearance)
You and your covered persons must obtain prior approval from the Ethics Office for any orders
to buy, sell, or tender a covered security (see How to
Pre-Clear
a Trade in the sidebar). The purpose of this rule is to reduce the possibility of conflicts between personal trades in covered
securities and trades made by the funds. When you apply for
pre-clearance,
you are not just asking for approval, you are giving your word that you and your covered persons:
do not have any inside information on the security you want to trade (see Policy on Inside Information)
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are not using knowledge of actual or potential fund trades to benefit yourself or others
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believe the trade is available to the general investor on the same terms
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will provide any relevant information requested by the Ethics Office
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Generally, requests will not be approved
if it is determined that you may take advantage of trading by the funds or create an actual or perceived conflict of interest with fund trades.
Note: if
a
non-covered
person has authority to trade on one of your covered account(s), the
non-covered
person is also expected to
pre-clear
trades for that covered account.
The rules of
pre-clearance
It is important to understand the following rules before requesting
pre-clearance
for a trade:
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You have to requestand receive
pre-clearance
approval during the market session in which you want to trade and prior to placing the trade.
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Pre-clearance
approval is only good during the market session for which you receive it. If you do not trade during the market session for which you were granted approval, it
expires.
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Place day orders only (orders that automatically expire at the end of the trading session). Good-till-cancelled orders (such as orders that stay open indefinitely until a security reaches a specified market price) are
not permitted.
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Check the status of all orders at the end of the market session and cancel any orders that have not been executed. If any covered person leaves an order open and it is executed the next day (or later), it will generate
a violation that will be assigned to you.
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Trade only during the regular market hours, or the after-hours trading session, of the exchange(s) where the security in question is traded.
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Place requests for
pre-clearance
after the market has been open for a while, as
pre-clearance
is not available right at market opening. To
find out when
pre-clearance
for a given market typically becomes available, contact the Ethics Office.
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Unless an exception listed below applies or the Ethics Office has instructed you otherwise, these
pre-clearance
rules apply to all your covered accounts including Fidelity
accounts and any outside covered accounts that belong to you or any of your covered persons.
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Exceptions
You do not need to
pre-clear
trades or transactions in certain covered securities. These include:
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shares of Fidelity funds
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exchange-traded funds (ETFs)
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options and futures that are based on an index (e.g., S&P 100, S&P 500) or that are based on one or more instruments that are not covered securities (e.g. commodities, currencies and U.S. Treasuries; see Key
Concepts on page 14 for an expanded list of
non-covered
securities)
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securities being transferred as a gift or a donation
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automatic dividend reinvestments
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the regular exercise of an employee stock option (note that any resulting sale of the underlying stock at current market prices must be
pre-cleared)
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With the prior written approval of the Ethics Office, there are a few situations where you may be permitted to trade without
pre-clearing.
These situations are:
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trades in a discretionary managed account (see Key Concepts on page 14)
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trades made through an automatic investment plan, the details of which have been disclosed to the Ethics Office in advance
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when you can show that a repeated rejection of your
pre-clearance
request is causing a significant hardship
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To Do
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Before placing any trade in a covered security,
pre-clear
it using the Fidelity Global
Pre-Clearance
System, available at preclear.fmr.com
(internal) and preclear.fi delity.com (external).
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Immediately cancel any good-till-cancelled orders in your covered accounts.
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To avoid errors, use these
step-by-step
instructions:
1. Access the Fidelity Global
Pre-Clearance
System:
Internal
preclear.fmr.com
External
preclear.fi delity.com
If you are unable to access the Fidelity Global
Pre-
Clearance System, call the
Pre-Clearance
Line at (001)
617-563-6109
or (001)
800-771-2707.
Note that
pre-clearance
for FMR Co. equity traders and their covered persons is not available until noon, local market time.
2. Accurately enter the details of the trade you would like to make. Do not trade unless you receive approval. Note the
pre-clearance
reference number for your records.
3. Place your order. Be sure your order is for the same security
and direction as your
pre-clearance
approval. Do not place a good-till-cancelled order.
4. Check the status of
your order at the end of the market session.
5. Cancel any orders that have not been executed.
HOW TO
PRE-CLEAR
A TRADE
Surrendering
60-day
gains
(60-Day
Rule)
Any sale of covered securities in a covered account will be matched against any purchases of that security, or its equivalent, in the same account during the
previous 60 days (starting with the earliest purchase in the
60-day
period). Any gain resulting from any matched transactions must be surrendered. For specific information about how certain option transactions
are treated under this rule, see the sidebar and the examples below.
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In addition, the premium received from the opening of an option position where the expiration of that contract
will occur within the next 60 days must be surrendered (e.g. selling a call to open or selling a put to open that expire within 60 days.)
Gains are
calculated differently under this rule than they would be for tax purposes. Neither losses nor potential tax liabilities will be offset against the amount that must be surrendered under this rule.
Exceptions
This rule does not apply:
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to transactions in shares of Fidelity funds
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to transactions in options and futures on, or ETFs that track, the following indexes: NASDAQ 100, Russell 2000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe 350, FTSE 100, FTSE Mid 250, Hang Seng 100,
S&P/TSX 60, NSE S&P CNX Nifty (Nifty 50), MSCI EM, and Nikkei 225
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to transactions in options, futures, and ETFs based on one or more instruments that are not covered securities (e.g., commodities, currencies, and U.S. Treasuries; see Key Concepts on page 14 for an expanded list of
non-covered
securities)
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to transactions made in a discretionary managed account (see Key Concepts on page 14) that has been approved by the Ethics Office
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to transactions under an automatic investment plan, and the details of the plan have been provided to the Ethics Office
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to
tax-planning
transactions, provided that there is a demonstration of how the proposed transaction relates to the covered persons tax strategy; this exception is not
automatic, is granted on a
case-by-
case basis, and requires advanced review and written approval of the Ethics Office
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when the rule would impose a substantial unforeseen personal financial hardship on the employee; this exception is not automatic, is granted on a
case-by-case
basis, and requires advanced review and written approval of the Ethics Office (note that an employee seeking relief must establish a bona fide financial
hardship, such as unforeseen medical expenses, and should be prepared to demonstrate, among other things, that he or she possesses no other assets to meet the financial need)
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Option transactions under the
60-Day
Rule
Option transactions can be matched either to a prior purchase of the underlying security or to prior option transactions in the opposite direction.
When matching an option transaction to prior purchases of the underlying security, opening an option position by selling a call or buying a put is treated as
a sale and will be matched to any purchases of the underlying security made during the preceding 60 days.
When matching an option transaction to prior
option transactions, a closing position is matched to any like opening positions taken during the preceding 60 days.
When exercising an option, the
initial purchase or sale of an option, not the exercise or assignment of the option, is matched to any opposite transactions made during the preceding 60 days. The sale of the underlying securities received from the exercise of an option will also
be matched to any opposite transactions made during the period.
There is no exception to the
60-Day
Rule for the
selling of securities upon the automatic exercise of an option that is in the money at its expiration date. To avoid surrendering
60-day
gains that would result from an automatic liquidation, you need to
cancel the automatic liquidation before it happens.
To Do
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Before trading a covered security in a covered account that might trigger the
60-Day
Rule, make sure you understand how much may have to be surrendered. The calculation may be
complicated, especially if options or multiple prior purchases are involved. If you have any questions about this provision, call the Ethics Office at (001)
617-563-5566
or (001)
800-580-8780.
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To request permission for a
tax-planning
or hardship exception, you must contact the Ethics Office before trading. Allow at least two business days for your request to be
considered. Approvals will be based on fund trading and other
pre-clearance
tests. You are limited to a total of five exceptions per calendar year across all your covered accounts.
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EXAMPLES 60 DAYS
Additional examples are available on
MyCompliance in the
60-Day
Rule Job Aid.
Example 1
JAN 20 Buy 100 shares at $16 each
FEB 2 Buy 200 shares at $10
each
MAR 1 Buy 200 shares at $17 each
MAR 25 Sell 100
shares at $15 each
10 of 14
The March 25 sale is matched to the February 2 purchase (not the January 20 purchase, which as
more than 60 days prior). Surrendered: $500 ($5 x 100 shares).
Example 2
FEB 2 Buy 100 shares at $10 each
MAR 25 Sell call option to open
for 100 shares at $5; receive $500 premium
The March 25 call option sale is matched to the February 2 purchase of the underlying security (the
calls execution price and expiration date are immaterial). Surrendered: $500 (the premium for selling the option).
Example 3
FEB 2 Sell one call option to open at $5; receive $500 premium
MAR 25 Buy an identical call option to close at $3; pay $300 premium
The March 25 call option purchase is a closing transaction and is matched to the February 2 sale (since that opening transaction was made within 60
days). Surrendered: $200 (difference between premium received and premium paid).
WHATS PROHIBITED
Trading restricted securities
Neither you nor your
covered persons may trade a security that Fidelity has restricted. If you have been notified not to trade a particular security, neither you nor your covered persons may trade that security until you are notified that the restriction has been
removed.
Selling short
The short position in a
particular covered security may not exceed the number of shares of that security held in the same account. This prohibition includes the following actions: selling securities short, buying puts to open, selling calls to open, as well as writing
straddles, collars, and spreads.
Exceptions
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Options and futures on, or ETFs that track, the following indexes: NASDAQ 100, Russell 2000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe 350, FTSE 100, FTSE Mid 250, Hang Seng 100, S&P/TSX 60, NSE
S&P CNX Nifty (Nifty 50), MSCI EM, and Nikkei 225.
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Options, futures, and ETFs based on one or more instruments that are not covered securities (e.g., commodities, currencies, and U.S. Treasuries; see Key Concepts on page 14 for an expanded list of
non-covered
securities).
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Selling short
Selling a security that is on loan to you from a broker dealer (rather than owned by you) at the time you sell it.
Options Transactions:
You are not permitted to use the same
underlying shares of a security to cover two different options transactions. (e.g., if you own 100 shares of a stock, you can sell 1 covered call
or
buy 1 protective put using those shares to cover your short position but you cannot execute
both option transactions using the same underling shares.
Participating in an IPO
Neither you nor your covered persons are allowed to participate in an initial public offering (IPO) of securities where no public market in a similar security
of the issuer previously existed. This rule applies to equity securities, corporate debt securities, and free stock offers through the Internet.
Exceptions
With prior written approval from the Ethics Office,
you or your covered persons may participate if:
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you or your covered persons have been offered shares because you already own equity in the company
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you or your covered persons have been offered shares because you are a policyholder or depositor of a mutual company that is reorganizing into a stock company
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you or your covered persons have been offered shares because of employment with the company
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you or your covered persons want to participate in an IPO of a
closed-end
fund
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To Do
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For written approval to in participate in an IPO that may qualify as an exception, submit to the Ethics Office a completed IPO Exception Approval Form (available at MyCompliance.fmr.com).
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Do not participate in any IPO without prior written approval from the Ethics Office.
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Participating in an
investment club
Neither you nor your covered persons may participate in an investment club or similar entity.
11 of 14
Investing in a hedge fund
Neither you nor your covered persons may invest in a hedge fund, alternative investment, or similar investment product or vehicle.
Exceptions
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Investment products or vehicles issued or advised by Fidelity.
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A hedge fund, alternative investment, or similar investment product or vehicle that you or your covered persons bought before joining Fidelity. The prior written approval of your manager and the Ethics Office is
required to qualify for this exception. Note that even if your request is approved, neither you nor your covered persons can make any further investments in the product.
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To Do
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To request an exception, submit a completed Investment Fund Request Form (available at MyCompliance.fmr.com) to the Ethics Office.
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Excessive trading
Excessive trading in covered accounts
is strongly discouraged. In general, anyone trading covered securities more than 60 times (other than Fidelity funds) in a quarter across all his or her covered accounts should expect additional scrutiny of his or her trades. Note that you and your
covered persons also need to comply with the policies in any Fidelity fund prospectus concerning excessive trading. The Ethics Office monitors trading activity, and may limit the number of trades allowed in your covered accounts during a given
period.
Exception
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Trades in a discretionary managed account (see Key Concepts on page 14) that has been approved by the Ethics Office.
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Trades made through automatic, regular investment program that has been disclosed to the Ethics Office in advance.
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Buying securities of certain broker-dealers
Neither you
nor your covered persons are allowed to buy the securities of a broker-dealer or its parent company if the Ethics Office has restricted those securities.
Trading after a research note
Neither you nor your
covered persons are allowed to trade a covered security of an issuer until two full business days have elapsed (not including the day the note was published) since the publication of a research note on that issuer by any Fidelity entity.
Profiting from knowledge of fund transactions
You may
not use your knowledge of transactions in funds or other accounts advised by any Fidelity entity to profit by the market effect of these transactions.
Influencing a fund to benefit yourself or others
The
funds and accounts advised by Fidelity are required to act in the best interests of their shareholders and clients, respectively. Accordingly, you are prohibited from influencing any of these funds or accounts to act for the benefit of any party
other than their shareholders or clients.
For example, you may not influence a fund to buy, sell, or refrain from trading a security that would affect
that securitys price to advance your own interest or the interest of a party that has or seeks to have a business relationship with Fidelity.
Attempting to defraud a client or fund
Attempting to
defraud a fund or an account advised by any Fidelity entity in any way is a violation of Fidelitys rules and federal law.
Using a derivative to
get around a rule
If something is prohibited by these rules, then it is also against these rules to effectively accomplish the same thing by using a
derivative. This includes futures, options, and other types of derivatives.
HOW WE ENFORCE THE CODE OF ETHICS
The Ethics Office regularly reviews the forms and reports it receives. If these reviews turn up information that is incomplete, questionable, or potentially in
violation of this Code of Ethics, the Ethics Office will investigate the matter and may contact you.
If it is determined that you or any of your covered
persons has violated this Code of Ethics, the Ethics Office or another appropriate party may take action. Among other things, subject to applicable law, potential actions may include:
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an informational memorandum
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a fine, a deduction from wages, disgorgement of profit, or other payment
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a limitation or ban on personal trading
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12 of 14
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referral of the matter to Human Resources
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dismissal from employment
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referral of the matter to civil or criminal authorities
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disclosure of the matter to a regulator as required by law or regulation
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Fidelity takes all Code of Ethics
violations seriously, and, at least once a year, provides the funds trustees with a summary of actions taken in response to material violations of this Code of Ethics. You should be aware that other securities laws and regulations not
addressed by this Code of Ethics may also apply to you, depending upon your role at Fidelity.
The Chief Ethics Officer or designee retains the discretion
to interpret and grant exceptions to this Code of Ethics and to decide how the rules apply to any given situation for the purpose of protecting the funds and being consistent with the general principals and objectives of the Code of Ethics.
Exceptions
In cases where exceptions to this Code of Ethics are
noted and you may qualify for them, you need to get prior written approval from the Ethics Office. The way to request any particular exception is discussed in the text of the relevant rule. If you believe that you have a situation that warrants an
exception that is not discussed in this Code of Ethics, you may submit a written request to the Ethics Office. Your request will be considered by the Ethics Office, and you will be notified of the outcome.
Appeals
If you believe a request of yours has been incorrectly
denied or that an action is not warranted, you may appeal the decision. To make an appeal, you need to provide the Ethics Office a written explanation of your reasons for appeal within 30 days of when you were informed of the decision. Be sure to
include any extenuating circumstances or other factors not previously considered. During the review process, you may, at your own expense, engage an attorney to represent you. The Ethics Office may arrange for senior management or other parties to
be part of the review process. The Ethics Office will notify you in writing about the outcome of your appeal.
Additional Rules for Traders,
Research Analysts, and
Portfolio Managers
Employees trading for the funds (traders), employees making investment recommendations for the funds (research analysts), and
employees who manage a fund or a portion of a funds assets (portfolio managers).
WHATS REQUIRED
Notification of your ownership of covered securities in a research note
You must check the box on a research note you are publishing to indicate any ownership, either by you or your covered persons, of any covered security of an
issuer (see Key Concepts on page 14) that is the subject of the research note.
Disclosing trading opportunities to the funds before personally trading
There are three aspects to this rule:
Disclosing
information received from an issuer
Any time you receive, directly from an issuer, material information about that issuer (that is not considered
inside information), you must check to see if that information has been disclosed to the funds in a research note. If not, you must communicate that information to the funds before you or any of your covered persons personally trade any securities
of that issuer.
To Do
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Confirm whether a Fidelity research note has been published with the relevant information.
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If not, publish a research note or provide the information to the relevant head of research.
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If you are a trader, disclose the information to the analyst covering the issuer.
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If you think you may have received inside information, follow the rules in the
Policy on Inside Information
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Disclosing information about an issuer that is assigned to you
If you are a research analyst, you must disclose in a research note material information you have about an issuer that is assigned to you before you or any of
your covered persons personally trade a security of that issuer.
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Exception
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You or any of your covered persons may be permitted to trade the assigned security in a covered account without publishing a research note if you have obtained the prior approval of both the relevant head of research
and the Ethics Office.
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To Do
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Publish a research note with the relevant information and indicate any ownership interest in the issuer that you or your covered persons may have before personally trading a security you are assigned to cover.
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Note:
You will not be able to obtain
pre-clearance
approval for your personal
trade until two full business days have elapsed (not including the day the note was published) following the publication of your research note.
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To request an exception to this rule, first contact the relevant head of research and seek approval. Then contact the Ethics Office for approval. Do not personally trade the security until you have received full
approval.
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Recommending trading opportunities
In addition, you must recommend for the funds, and, if you are a portfolio manager, trade for the funds, a suitable security before personally trading that
security.
WHATS PROHIBITED
Trading within seven
days of a fund you manage
Neither you nor your covered persons are allowed to trade within seven calendar days (not including the day of the trade)
before or after a trade is executed in any covered security of the same issuer (see Key Concepts on page 14) by any of the funds you manage.
Exceptions
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When the rule would work to the disadvantage of a fund
You must never let a personal trade prevent a fund you manage from subsequently trading a covered security of the same issuer, if not making the trade would
disadvantage the fund. However, you need approval from the Ethics Office before making any trades under this exception. The Ethics Office will need to know, among other things, what new information arose since the date of the trade in your covered
account.
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When the conflicting fund trade results from standing orders
A personal trade may precede a fund trade in a covered security of the same issuer when the funds trade was generated independently by the
trading desk because of a standing instruction to trade proportionally across the funds holdings in response to fund cash flows.
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When the conflicting fund trade is the result of a proportional slice
A personal trade may precede a fund trade in a covered security of the same issuer when the funds trade was conducted as part of the
execution of a proportional slice across the fund for cash management or rebalancing purposes.
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When the covered account is independently managed
This exception applies only to discretionary managed accounts (See Key Concepts on page 14) that have received Ethics Office approval.
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When the conflicting personal trade or fund trade is in options or futures on, or ETFs that track, the
following indexes:
NASDAQ 100, Russell 2000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe
350, FTSE 100, FTSE Mid 250, Hang Seng 100, S&P/TSX 60, NSE S&P CNX Nifty (Nifty 50), MSCI EM, and Nikkei 225.
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When the conflicting personal trade or fund trade is in options, futures, or ETFs based on one or more instruments that are not covered securities
(e.g., commodities, currencies, and U.S. Treasuries; see Key
Concepts on page 14 for an expanded list of
non-covered
securities).
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To Do
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Before trading personally, consider whether there is any likelihood that you may be interested in trading a covered security of the same issuer in your assigned funds within seven calendar days following the day of the
fund trade. If so, refrain from personally trading in a covered account.
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If a fund you manage has recently traded a security, you must delay any covered account trades in any covered security of the same issuer for seven calendar days following the day of the most recent fund trade.
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Contact the Ethics Office immediately to discuss any situation where these rules would work to the disadvantage of the funds.
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Legal Information The
Code of Ethics for Personal Investing
constitutes the Code of Ethics required by Rule
17j-1
under the Investment Company Act of 1940 and by Rule
204A-1
under the Investment Advisers Act of 1940 for the Fidelity funds, investment advisors or principal
underwriters, and any other entity designated by the Ethics Office.
14 of 14
Code of Ethics for Personal Investing European Region
Supplement to the Code of Ethics for Personal Investing
For Employees of FMR LLC Subsidiaries located in Europe
Effective 21 February 2017
Purpose
This Supplement to the Code of Ethics for Personal Investing (Supplement)
, together with the
Code of Ethics for Personal Investing (Code of
Ethics)
, applies to all employees of FMR LLC and its subsidiaries located in Europe. In the event that any provisions of the Code of Ethics and this Supplement are in conflict, the provisions of this Supplement will prevail.
Rules for All Employees
Maintaining Covered Accounts
Covered accounts owned or controlled by you or your covered persons may be maintained at a broker or dealer of your choice, subject to the broker or
dealer providing duplicate reporting directly to Fidelity. The Ethics Office will require copies of your account statements from the broker or dealer.
To
Do
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If necessary, move your covered accounts to a broker or dealer who will agree to provide Fidelity with duplicate reporting.
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Use of Derivatives, Structured Investments and Spread Betting to Circumvent a Rule
The use of derivatives, structured products, and spread betting to circumvent the Code of Ethics is prohibited.
Hedge Funds
Refer to the Fund Matrix section
below to determine which funds are considered permissible investments outside the scope of the Code of Ethics hedge fund prohibition.
Fund Matrix
Funds not requiring
pre-approval
or reporting
You and your covered persons may invest in the types of funds set forth in Section 1 of the Fund Matrix in the
Pre-Clearance
Memorandum without approval from the Ethics Office, provided the fund is publicly offered and priced daily using forward pricing, and that you may buy or sell shares directly with the fund or its
agents (i.e., not through an exchange or otherwise in a secondary transaction).
Funds requiring reporting but not
pre-approval
You and your covered persons may invest in the types of funds set forth in Section 2 of the
Fund Matrix in the
Pre-Clearance
Memorandum without
pre-approval
from the Ethics Office. However, if you are designated as a Fund Access Employee, you are required to
report any investments made in these funds on your Quarterly Trade Verification (
QTV) and Annual Accounts and Holdings Report.
Funds requiring
pre-approval
and reporting
You and your covered persons may not invest in the types of funds set forth in Section 3 of the Fund Matrix in the
Pre-Clearance
Memorandum without the prior written approval of the Ethics Office. You are required to report any investments made in these funds on a Securities Transaction Report, and if you are a Fund Access
Employee on your QTV and Annual Accounts and Holdings Report.
To Do
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Prior to investing in any fund set forth in Section 3 of the Fund Matrix in the
Pre-Clearance
Memorandum, submit a completed Investment Fund Request Form, available at
MyCompliance.fmr.com, to the Ethics Office
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Additional Rules for Fund Access Employee
You and your covered persons must
pre-clear
all trades in covered securities, subject to certain exceptions set forth
in the Code of Ethics and the
Pre-Clearance
Memorandum issued by the Ethics Office. Please reference the
Pre-Clearance
Memorandum for specific rules on
pre-clearing
trades. Note that the
Pre-Clearance
Memorandum may be updated at any time. Employees are responsible for reviewing the most recent memorandum and following
current rules.
Additional Rules for Fund Access Employees Located in the United Kingdom
This section applies to Fund Access Employees of FMR Investment Management (UK) Ltd. and its subsidiaries working in the United Kingdom.
Covered Persons
Your covered persons under the Code of
Ethics also include any relative with whom you share a household, even if the person is financially independent from you.
Covered Securities
Foreign exchange securities, currency derivatives, and commodity derivatives are also included in the definition of Covered Securities, however these
securities are excluded from the following
Code of Ethics
rules: Clearing trades in advance
(pre-clearance),
Surrendering
60-day
gains
(60-Day
Rule), Selling short, and Trading within seven days of a fund you manage.
Definition:
For the purposes of this Supplement, a
relative
refers to any person who is related to you by blood, marriage, or
adoption.
Code of Ethics for Personal Investing Asia Pacific Region
Supplement to the Code of Ethics for Personal Investing
For Employees of FMR LLC and its Subsidiaries Located in the Asia-Pacific Region
Effective 21 February 2017
Purpose
This Supplement to the Code of Ethics for Personal Investing (Supplement),
together with the
Code of Ethics for Personal Investing (Code of
Ethics)
, applies to all employees of FMR LLC and its subsidiaries located in the Asia-Pacific Region. In the event that any provisions of the Code of Ethics and this Supplement are in conflict, the provisions of this Supplement will prevail.
Rules for All Employees
Maintaining Covered
Accounts
Covered accounts owned or controlled by you or your covered persons may be maintained at a broker or dealer of your choice, subject to the
broker or dealer providing duplicate reporting directly to Fidelity. The Ethics Office will require copies of your account statements from the broker or dealer.
To Do
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If necessary, move your covered accounts to a broker or dealer who will agree to provide Fidelity with duplicate reporting.
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Use of Derivatives, Structured Investments and Spread Betting to Circumvent a Rule
The use of derivatives, structured products, and spread betting to circumvent the Code of Ethics is prohibited.
Hedge Funds
Refer to the
Fund Matrix
section
below to determine which funds are considered permissible investments outside the scope of the Code of Ethics hedge fund prohibition.
Fund Matrix
Funds not requiring
pre-approval
or reporting
You and your covered persons may invest in the types of funds set forth in Section 1 of the Fund Matrix in the
Pre-Clearance
Memorandum without approval from the Ethics Office, provided the fund is publicly offered and priced daily using forward pricing, and that you may buy or sell shares directly with the fund or its
agents (i.e., not through an exchange or otherwise in a secondary transaction).
Funds requiring reporting but not
pre-approval
You and your covered persons may invest in the types of funds set forth in Section 2 of the
Fund Matrix in the
Pre-Clearance
Memorandum without
pre-approval
from the Ethics Office. However, if you are designated as a Fund Access Employee, you are required to
report any investments made in these funds on your Quarterly Trade Verification (
QTV
) and Annual Accounts and Holdings Disclosure.
Funds requiring
pre-approval
and reporting
You and your covered persons may not invest in the types of funds set forth in Section 3 of the Fund Matrix in the
Pre-Clearance
Memorandum without the prior written approval of the Ethics Office. You are required to report any investments made in these funds on a Securities Transaction Report, and if you are a Fund Access
Employee your QTV and Annual Accounts and Holdings Disclosure.
To Do
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Prior to investing in any fund set forth in Section 3 of the Fund Matrix in the
Pre-Clearance
Memorandum, submit a completed Investment Fund Request Form, available at
MyCompliance.fmr.com, to the Ethics Office
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Reminder for Fund Employees
You and your covered persons must
pre-clear
all trades in covered securities, subject to certain exceptions set forth
in the Code of Ethics and the
Pre-Clearance
Memorandum issued by the Ethics Office. Please reference the
Pre-Clearance
Memorandum for specific rules on
pre-clearing
trades. Note that the
Pre-Clearance
Memorandum may be updated at any time. Employees are responsible for reviewing the most recent memorandum and following
current rules.
Additional Rules for Fund Access Employees Located in Hong Kong
This section applies to Fund Access Employees of FMR LLC and its subsidiaries working in Hong Kong.
Trading around a research note
Neither you nor your
covered persons are allowed to trade a Hong Kong listed covered security of an issuer if aware of the publication of an upcoming research note, including the knowledge of a pending update to a research note on that issuer.
Short-term trading
In addition to the
60-Day
Rule in the Code of Ethics, you and your covered persons are not permitted to sell a covered security within 30 days of purchasing that security or its equivalent in the same account.
Additional Rules for Fund Access Employees Located in Japan
This section applies to Fund Access Employees of FMR LLC and its subsidiaries working in Japan
1
.
Covered Persons
Your covered persons under the Code of
Ethics also include any relative (see definition below) with whom you share a household, even if the person is financially independent from you.
Definition:
For the purposes of this Supplement, a
relative
refers to any person who is related to you by blood, marriage, or
adoption.
Investment Purpose Requirement (6 Month Rule)
You and your covered persons should conduct your personal trading for an investment purpose in order to avoid potential conflicts with Fidelitys clients
and funds. A covered security must be held for 6 months or more from the last date of purchase before it will be permitted to be sold. If the same covered security is purchased multiple times, the last purchase date will be the starting date used
for the calculation of the 6 Month Rule. For an automatic (cumulative) investment plan, the first purchase date will be used for the calculation.
Exceptions
This rule does not apply:
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to transactions in shares of Fidelity funds
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to transactions in options and futures on, or ETFs that track, the following indexes: NASDAQ 100, Russell 2000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe 350, FTSE 100, FTSE Mid 250, Hang Seng 100,
S&P/TSX 60, NSE S&P CNX Nifty (Nifty 50), MSCI EM, and Nikkei 225
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to transactions in options, futures, and ETFs based on one or more instruments that are not covered securities (e.g., commodities, currencies, and U.S. Treasuries; see
Key Concepts
section of the Code of Ethics
for an expanded list of
non-covered
securities)
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to transactions made in an approved covered account that is managed by a third-party registered investment adviser with discretionary authority over the account
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where the 6 Month Rule would impose a substantial unforeseen personal financial hardship (note that this exception is not automatic; an exception to the 6 Month Rule is granted on a
case-by-case
basis, and requires the written approval of the assigned local Compliance Officer that is provided in advance of the expected date of the trade)
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The rules provided in this Supplement do not apply to the
non-executive
statutory auditors and
non-executive
officers and board members of Fidelity Management & Research (Japan) Limited who serve the company on a part-time basis.
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To Do
To
obtain permission to sell a covered security within 6 months of its purchase, a covered person must submit the Investment Purpose Form to the assigned local Compliance Officer in advance of the expected date of the trade. The Investment Purpose Form
must state an explanation of the circumstances necessitating the sale, and it must demonstrate a bona fide and unforeseen personal financial hardship that cannot be overcome by other means (e.g. a covered person must pay for an unanticipated medical
expense and possesses no assets with which to meet such an expense other than through the sale of a covered security purchased within the past 6 months). Please note that a request for an exception to the 6 Month Rule may not always be approved.
Notice Requirement
In addition to obtaining
pre-clearance
approval before placing any orders to buy or sell a covered security though the Fidelity Global
Pre-Clearance
System, a covered person, as defined by this
Supplement, must first notify your assigned local Compliance Officer of your intent to transact in a covered security.
Exceptions
This rule does not apply:
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to transactions in shares of Fidelity funds
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to transactions in options and futures on, or ETFs that track, the following indexes: NASDAQ 100, Russell 2000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe 350, FTSE 100, FTSE Mid 250, Hang Seng 100,
S&P/TSX 60, NSE S&P CNX Nifty (Nifty 50), MSCI EM, and Nikkei 225
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to transactions in options, futures, and ETFs based on one or more instruments that are not covered securities (e.g., commodities, currencies, and U.S. Treasuries; see
Key Concepts
section of the Code of Ethics
for an expanded list of
non-covered
securities)
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to automatic (cumulative) investment plans (Note: you must notify your assigned local Compliance Office before changing the conditions of an automatic (cumulative) investment plan)
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to transactions made in an approved covered account that is managed by a third-party registered investment adviser with discretionary authority over the account
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To Do
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Once you have notified your assigned local Compliance Officer of your intended transaction using the Investment Purpose Form, a covered person must seek
pre-clearance
approval
from the Fidelity Global
Pre-Clearance
System as outlined in the Code of Ethics.
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Before entering
into or changing the conditions of an automatic (cumulative) investment plan, submit a participation notice on the Automatic (Cumulative) Investment Plan Participation Form to the assigned local Compliance Officer.
Victory Capital Management Inc. Code of Ethics
Victory Capital Management Inc.
Code of Ethics
Effective July 30, 2016
Last updated: July 20, 2016
Victory Capital Management Inc. Code of Ethics
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I.
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Introduction
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1
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II.
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Definitions
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2
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III.
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Culture of Compliance
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4
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IV.
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Policy Statement on Insider Trading
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5
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A.
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Introduction
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5
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B.
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Scope of the Policy Statement
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5
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C.
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What is Material Information?
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6
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D.
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What is
Non-Public
Information?
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6
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E.
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Identifying Inside Information
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6
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F.
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Contact with Public Companies
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7
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G.
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Tender Offers
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7
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H.
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Protecting Sensitive Information
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7
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I.
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Trading in Securities Listed on Exchanges in Other Countries
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7
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V.
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Conflicts of Interest
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7
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A.
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Gifts and Entertainment
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8
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Gifts
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9
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Entertainment
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9
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B.
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Political Contributions
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9
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|
C.
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Outside Business Activities
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10
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Holding Political Office/Appointments
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10
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Outside Employment or Business Activities
|
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10
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Bequests
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11
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D.
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Other Prohibitions on Conduct
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11
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E.
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Review of Employee Communications
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11
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VI.
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Standards of Business Conduct
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12
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VII.
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Personal Trading, Code of Ethics Reporting and Certifications
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12
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A.
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Employee Investment Accounts
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12
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Managed Accounts
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12
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Personal Accounts
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13
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B.
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Employee Investment Account Reporting
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13
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Investment Account Disclosure
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13
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Initial Holdings Report/Annual Holdings Report
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13
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Quarterly Securities Transaction Report
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13
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C.
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Personal Trading Requirements and Restrictions
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14
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Permissible Transactions
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14
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Pre-Clearance
Requirements for Personal Trading
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14
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Prohibition on Short-Selling Securities
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14
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Blackout Period
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14
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Mandatory Short-Term Holding Period
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14
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Maximum Allowable Trades
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15
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De Minimis Trades
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15
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Contra-Trading Rule
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15
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Small Market Capitalization Securities
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15
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IPO Rule
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15
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Limited Offerings (Private Placements)
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15
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Significant Affiliated Fund Transactions
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15
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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Market Timing Mutual Fund Transactions
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16
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D.
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Representation and Warranties
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16
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E.
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Quarterly and Annual Certifications of Compliance
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16
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F.
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Review Procedures
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16
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G.
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Recordkeeping
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17
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H.
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Whistleblower Provisions
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17
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I.
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Confidentiality
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17
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J.
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Reporting to the Board of Directors of Affiliated Funds
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17
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VIII.
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Code of Ethics Violation Guidelines
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17
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Appendix 1
Affiliated Funds, Proprietary Funds & Reportable
Funds
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i
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Appendix 2
Approved Brokers List
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iii
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Appendix 3
Investment Account Disclosure
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iv
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Appendix 4
Reportable Securities
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v
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Appendix 5
ETFs Eligible for De Minimis Transaction
Exemption
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vii
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Supplement 1
RS Investments (Hong Kong) Limited Code of Ethics
Supplement (Hong Kong Supplement)
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viii
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Supplement 2
RS Investment Management (Singapore) Pte. Ltd.
(RSIMS) Code of Ethics Supplement (Singapore Supplement)
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xi
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Page 3 of 19
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Victory Capital Management Inc. Code of Ethics
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Rule
204A-1
of the Investment Advisers Act of 1940
(Advisers Act) requires all investment advisers registered with the Securities and Exchange Commission (SEC) to adopt codes of ethics that set forth standards of conduct and require compliance with federal securities laws.
Victory Capital Management Inc. (Victory Capital), a registered investment adviser under the Advisers Act, and its subsidiaries, RS Investments (UK) Limited, RS Investments (Hong Kong) Limited, and RS Investment Management (Singapore)
Pte. Ltd. (collectively, Victory Capital), have adopted this Code of Ethics (Code), which sets forth the standards of business conduct that are required of Victory Capital employees
.
As an adviser to regulated
investment companies, Victory Capital also adopts this Code in adherence to Rule
17j-1
1
under the Investment Company Act of 1940.
Officers and
employees of RS Investments (Hong Kong) Limited and RS Investment Management (Singapore) Pte. Ltd. should also review the related Code supplements.
Victory Capital Advisers, Inc. (VCA), a Victory Capital affiliate, is a registered broker-dealer and principal underwriter of Victory
Capitals Affiliated Funds (defined herein) and has adopted this Code in compliance with Rule
17j-1
under the Investment Company Act of 1940, as amended (the Investment Company Act).
Victory Capital employees have a responsibility to adhere to the highest ethical principles. Thus, the Code imposes obligations in addition to those required
under applicable laws and regulations. The Code is a minimum standard of conduct for employees. If an employee is uncertain as to the intent or purpose of any provision of the Code, he or she should consult Victory Capitals Chief Compliance
Officer (CCO) or a member of the Compliance team.
Victory Capital recognizes the importance to its employees of being able to manage and
develop their own and their dependents financial resources through long-term investments and strategies. However, because of the potential conflicts of interest inherent in our business and our industry, Victory Capital has implemented certain
standards and limitations designed to minimize these conflicts.
Victory Capitals reputation is of paramount importance; therefore, Victory Capital
will not tolerate blemishes as a result of careless personal trading or other conduct prohibited by the Code. Consequently, Material Violations (as defined herein) of the Code may be subject to harsh sanctions. Frequent violations of the Code may
result in limitations on personal securities trading or other disciplinary actions, which can include termination of employment.
1
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Rule
17j-1
requires that fund advisers adopt written codes of ethics and have procedures in place to prevent their personnel from abusing their access to information about the
funds securities trading, and requires access persons to submit reports periodically containing information about their personal securities holdings and transactions.
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Page 1 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
|
Access Person
means any employee of Victory Capital or anyone deemed an
Access Person by the CCO. As a matter of practice, the Board of Directors of the Victory Portfolios, Victory Portfolios II, Victory Institutional Funds and Victory Variable Insurance Funds (collectively the Victory Funds) generally
consists of members who are not employees or officers of Victory Capital, or their affiliates. A director designated as a
non-access
director is not treated as an access person of Victory Capital,
within the meaning of Rule
204A-1
under the Investment Advisers Act of 1940, as amended (the Advisers Act) and is not treated as either an access person or an advisory
person of Victory Capital.
Affiliated Funds
means any individual series portfolio of Victory Portfolios, Victory Portfolios II,
Victory Variable Insurance Funds and Victory Institutional Funds, as well as other
sub-advised
affiliates listed in Appendix 1, each an investment company registered under the Investment Company Act.
Automatic or Periodic Investment Plan
is a program in which regular periodic purchases (or withdrawals) are made automatically in (or from)
investment accounts in accordance with a predetermined schedule and allocation. An Automatic Investment Plan includes a dividend reinvestment plan.
Beneficial Interest
means the opportunity, directly or indirectly, through any contract, arrangement, understanding, relationship or
otherwise, to profit, or share in any profit derived from, a transaction in the subject Securities. An Access Person is deemed to have a Beneficial Interest in securities owned by members of his or her Immediate Family. Common examples of Beneficial
Interest include joint accounts, spousal accounts (including
Non-Victory
Capital Employee Compensation Programs,
Non-
Victory Capital Employee Stock Participation
Program, and Employer-Sponsored Retirement Plan Accounts), Uniform Transfers to Minors Act accounts, partnerships, trusts and controlling interests in corporations. Any uncertainty as to whether an Access Person has a Beneficial Interest in a
Security should be brought to the attention of the Compliance Department. Such questions will be resolved in accordance with, and this definition shall be interpreted in a manner consistent with, the definition of beneficial owner set
forth in Rules
16a-1(a)(2)
and (5) promulgated under the Securities Exchange Act of 1934.
Blackout
Period means seven (7) calendar days before and three (3) calendar days after the date a client trade is executed.
Business
Entertainment
includes any social event, hospitality event, charitable event, sporting event, entertainment event, meal, leisure activity or event of like nature or purpose, and any transportation or lodging accompanying or related to such
activity or event, including any entertainment activity offered in connection with an educational event or business conference, irrespective of whether any business is conducted during, or is attendant to, such activity.
Covered Government Official
means a 1) state or local governmental official; 2) candidate for state or local office; or 3) federal
candidate currently holding state or local office. A governmental official includes an incumbent, candidate, or successful candidate for elective office of a state or local government entity, if the office is directly or indirectly
responsible for, or can influence the outcome of, the hiring of an investment adviser, or has authority to appoint any person who is directly or indirectly responsible for, or can influence the outcome of, the hiring of an investment adviser, by a
state or a political subdivision of a state.
De Minimis Trade
means a stock trade under $100,000 in a security of an issuer
that is a member of the S&P 500 Index, or a security with an equivalent market capitalization and liquidity to a S&P 500 security, as determined by the CCO, or an exempt ETF (see
Appendix 5 ETFs Eligible for De Minimis Transaction
Exemption
for more information). De Minimis Trades are subject to
Personal Trading Requirements and Restrictions
in
Section VII(C)
except the Blackout Period.
Exempt Securities
means 1) direct obligations of the U.S. Government; 2) bankers acceptances, bank certificates of deposit and
commercial paper; 3) investment grade, short-term debt instruments, including repurchase agreements; 4) shares held in money market funds; 5) variable insurance products that invest
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in funds for which Victory Capital does not act as adviser or
sub-adviser;
6)
open-end
mutual funds for which
Victory Capital does not act as adviser or
sub-adviser;
and 7) investments in qualified tuition programs (529 Plans). Exempt Securities do not need to be
pre-cleared.
Immediate Family
means all family members who share the same household, including
but not limited to, a spouse, domestic partner, parents, grandparents, children, grandchildren, siblings, step-siblings, step-children, step-parents, or
in-laws.
Immediate Family includes adoptive
relationships and any other relationships (whether or not recognized by law) that the CCO determines could lead to conflicts of interest, diversions of corporate opportunity or create the appearance of impropriety.
Index Access Person
means any employee who is a member of the CEMP investment management team, members of Victory Capitals trading
team involved with trading CEMP, employees who have access to trade rebalance information for index-based products or any other person designated as such by the CCO. Index Access Persons are restricted from trading equities during the rebalancing
months. Index Access Persons may still trade securities, such as open-ended mutual funds and ETFs for which Victory Capital does not act as adviser or
sub-adviser
or other types of securities permitted
by the CCO during this month.
Initial Holdings Report
is a report that discloses all securities holdings of every Access Person, which
must be submitted to the Compliance Department within ten (10) calendar days of becoming an Access Person.
Initial Public Offering or
IPO
means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before such registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.
Managed Accounts
means investment advisory or brokerage accounts over which an Access Person has no direct or indirect influence or control
in the investment decisions or activities.
Material
Non-Public
Information or MNPI
means information that is both
material
and
non-public
that might have an effect on the market for a security. Access Persons who possess MNPI must not act or cause others to act on such
information.
Material Violation
means any violation of this Code or other misconduct deemed material by the CCO, in conjunction with
the Compliance Committee or the Victory Capital Board of Directors.
Maximum Allowable Trades
means no Access Person is permitted to
make more than 20 trades per quarter in a Personal Account(. A trade in the same security in multiple accounts on the same day will count as one trade towards the Maximum Allowable Trades in a quarter.
MCO
means MyComplianceOffice, which is a
web-based
compliance system that is used to track and
approve Personal Trades, store policies, and facilitate employee certifications and manage other compliance objectives.
Personal
Account
means an investment account in which an employee retains investment discretion.
Personal Trading or Personal
Trades
means trades or transactions by Access Persons in their Personal Accounts.
Proprietary Fund
is a fund or product in
which Victory Capital or its employees have an aggregate of 25% or more Beneficial Interest. See
Appendix 1 Affiliated Funds, Proprietary Funds
& Reportable Funds
for more information.
Portfolio Management Team
means all members of a portfolio management team including all research analysts and market traders.
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Page 3 of 19
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Victory Capital Management Inc. Code of Ethics
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Reportable Fund
means any investment company registered under the Investment Company Act for which Victory Capital is an investment adviser
or a
sub-adviser,
or any registered investment company whose investment adviser or principal underwriter controls Victory Capital, is controlled by Victory Capital, or is under common control with Victory
Capital. See
Appendix 1 Affiliated Funds, Proprietary Funds
& Reportable Funds
for more information.
Reportable Security means any security that is not an Exempt Security.
RIC means a regulated investment company.
Short-Sell or Short-Selling
means the sale of a security that is not owned by the seller. Access Persons may not take a short
position in a security. However, mutual funds or ETFs that correspond to the inverse performance of a broad-based index are not considered to be Short-Sales. For example, buying (long) the ProShares Short S&P500 ETF is permitted. Employees may
also trade in funds that track a volatility index. Personal investments in highly concentrated funds made by Portfolio Management Team members may be prohibited if they contradict the clients recommendations. See
Contra-Trading
Rule
under
Section VII(C): Personal Trading Requirements and Restrictions
for more information.
Short-Term Holding Period
means all employees
must hold Reportable Securities
for a minimum of 60 calendar days from the date of purchase. Personal Trading must be for investment purposes rather than for speculation. Consequently, employees may
not profit from the purchase or sale of the same securities if it violates this holding period restriction. Excess profits (or losses avoided) as a result of violating the Short-Term Holding Period are subject to disgorgement.
Significant Transaction
means the purchase or sale of an Affiliated Fund by an Access Person that exceeds the lesser of
$1 million or 1% of the Funds outstanding shares, across all share classes. See
Appendix 1 Affiliated Funds, Proprietary Funds
& Reportable Funds
for more information.
III.
|
CULTURE OF COMPLIANCE
|
Victory Capitals primary objective is to provide value through investment
advisory,
sub-advisory
and other financial services to a wide range of clients, including governments, corporations, financial institutions, high net worth individuals and pension funds.
Victory Capital requires that all dealings on behalf of existing and prospective clients be handled with honesty, integrity and high ethical standards, and
that such dealings adhere to the letter and the spirit of applicable laws, regulations and contractual guidelines. As a general matter, Victory Capital is a fiduciary that owes its clients a duty of undivided loyalty, and each employee has a
responsibility to act in a manner consistent with this duty. All employees must actively work to avoid the possibility that the advice or services provided to clients is, or gives the appearance of being, based on the self-interests of Victory
Capital or its employees and not in the clients best interests. Violations of the Code must be reported promptly to the CCO.
Employees must act
solely in the best interests their clients. Statutory and regulatory requirements impose specific responsibilities governing the behavior of personnel in carrying out their responsibilities to clients. Victory Capital and its employees must comply
fully with these rules and regulations. The Legal, Compliance and Risk Department (LCR Department) personnel are available to assist employees in meeting these requirements.
Since no set of rules can anticipate every possible situation, it is essential that Victory Capital employees and representatives obtain guidance from the CCO
or Chief Legal Officer (CLO) when unsure how to follow these rules in letter and in spirit. It is the responsibility of all employees and representatives to fully understand and comply with the Code and the policies of Victory Capital or
seek guidance from the CCO. Technical compliance with the Code and its procedures will not necessarily validate an employees actions as appropriate. Any activity that compromises Victory Capitals integrity, even if it does not expressly
violate a rule, may result in further action from the CCO. In some instances, the CCO holds discretionary authority to apply exceptions under the Code. In the CCOs absence, the CLO may act in his or her place.
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Page 4 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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Victory Capitals fiduciary responsibilities apply to a broad range of investment and related activities, including sales and marketing, portfolio
management, securities trading, allocation of investment opportunities, client service, operations support, performance measurement and reporting, new product development as well as personal investing activities. These obligations include the duty
to avoid material conflicts of interest (and, if this is not possible, to provide full and fair disclosure to clients in communications), to keep accurate books and records, and to supervise personnel appropriately. These concepts are further
described in the sections that follow.
IV.
|
POLICY STATEMENT ON INSIDER TRADING
|
Victory Capital seeks to foster a culture of compliance and a reputation for integrity and
professionalism. Victory Capital values and endeavors to protect the confidence and trust placed in us by our clients. To further that goal, this Policy Statement implements procedures to deter the misuse of MNPI in securities transactions.
The term insider trading is not defined in the federal securities law, but refers generally to the situation when a person trades while aware of
MNPI or communicates MNPI to others in breach of a duty of trust or confidence.
While the law concerning insider trading is not static, it is generally
understood that the law prohibits any of the following:
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Trading by an insider, while aware of MNPI;
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Trading by a
non-insider,
while aware of MNPI, where the information was disclosed to the
non-insider
in violation of an insiders
duty to keep it confidential; or
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|
Communicating MNPI to others in breach of a duty of trust or confidence.
|
Trading securities while in
possession of MNPI or improperly communicating that information to others may result in stringent penalties. Criminal sanctions may include fines of up to $5,000,000, twenty years imprisonment, or both. The civil penalty for a violator may be
an amount up to three times the profit (or loss avoided) as a result of the insider trading violation, and a permanent bar from working in the securities industry. Investors may sue and seek to recover damages for insider trading violations.
Regardless of whether a regulatory inquiry occurs, Victory Capital views seriously any violation of this Policy Statement. Such violations constitute grounds
for disciplinary sanctions, up to and including dismissal.
B.
|
Scope of the Policy Statement
|
This Policy Statement is drafted broadly and will be applied and
interpreted in a similar manner. It applies to all Access Persons and to transactions in any security participated in by Immediate Family members of Access Persons or trusts or corporations controlled by Access Persons.
Any questions relating to this Policy Statement should be directed to the CCO or his or her designee. You must notify the LCR Department immediately if you
have any reason to believe that a violation of this Policy Statement has occurred or is about to occur.
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Page 5 of 19
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Victory Capital Management Inc. Code of Ethics
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C.
|
What is Material Information?
|
Trading on inside information is not a basis for liability unless the
information relied upon is deemed to be material. Material information is defined generally as information for which there is a substantial likelihood that a reasonable investor would consider it important in making his or her investment
decisions, or information that is reasonably certain to have a substantial effect on the price of a companys securities. If the disclosure of that information would be expected to alter the total mix of information that is publically available
about that company, then the information is considered material. Any questions about whether information is material should be directed to a member of the LCR Department.
Material information often relates to a companys financial results and operations, including, for example, dividend changes, earning results, changes in
previously released earnings estimates, significant merger or acquisition proposals or agreements, major litigation, liquidation problems, and extraordinary management developments. Information about a company could be material because of its
expected effect on a particular class of the companys securities, all of the companys securities, the securities of another company, or the securities of several companies. Material information does not have to relate to a companys
business. For example, in
Carpenter v. U.S.
, the Supreme Court considered as material certain information about the contents of a forthcoming newspaper column that was expected to affect the market price of a security. In that case, a
reporter for The Wall Street Journal was found criminally liable for disclosing to others the dates that reports on various companies would appear in the Journal and whether those reports would be favorable or not.
D.
|
What is
Non-Public
Information?
|
In order for issues concerning
insider trading to arise, information must not only be material, it must also be
non-public.
Non-public
information is information that has not
been made available to investors generally. Information received in circumstances indicating that it is not yet in general circulation or where the recipient knows or should know that the information could only have been provided by an
insider is also deemed
non-public
information. For
non-public
information to become public information, it must be disseminated through recognized channels
of distribution designed to broadly reach the securities marketplace.
Facts verifying that the information is public (and therefore has become generally
available) may include, for example, and without limitation, disclosure in:
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National business and financial wire service, such as Dow Jones or Reuters;
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National news service or newspaper, such as AP or The Wall Street Journal; or
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Publicly disseminated disclosure document, such as a proxy statement or prospectus.
|
The circulation of rumors
or talk on the street, even if accurate, widespread and reported in the media, does not constitute the requisite public disclosure. In addition, the information must not only be publicly disclosed, there must also be adequate time for
the market as a whole to digest the information. Material
non-public
information is not made public by selective dissemination. Material information improperly disclosed only to institutional investors or to a
fund analyst or a favored group of analysts retains its status as
non-public
information that must not be disclosed or otherwise misused.
Partial disclosure does not constitute public dissemination. So long as any material component of the inside information has yet to be publicly
disclosed, the information is deemed
non-public
and may not be misused.
E.
|
Identifying Inside Information
|
Before executing any Personal Trades or trades for client accounts,
employees must determine whether they have access to MNPI. If an employee believes that he or she might have access to MNPI, the following steps should be taken:
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Page 6 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
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Report the information and proposed trade immediately to the CCO or a member of the LCR Department;
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|
Do not purchase or sell the securities as Personal Trades or for clients without written clearance to do so from the CCO or a member of the LCR Department; and
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|
Do not communicate the information inside or outside of Victory Capital, other than to the LCR Department and, if necessary, your direct manager.
|
A member of the Compliance Department will determine whether the information is material and
non-public.
F.
|
Contact with Public Companies
|
Victory Capitals contacts with public companies represent an
important part of its research efforts. Victory Capital may make investment decisions on the basis of the firms conclusions formed through such contacts and analysis of publicly available information. Legal issues may arise if, in the course
of these contacts, an employee becomes aware of MNPI. This could happen, for example, if a companys chief financial officer were to prematurely disclose quarterly results to an analyst, or an investor relations representative selectively
discloses adverse news to a handful of investors.
Tender offers represent a particular concern in the law of insider trading for two
reasons. First, tender offer activity often produces extraordinary gyrations in the price of the target companys securities. Trading during this time period is more likely to attract regulatory attention (and produces a disproportionate
percentage of insider trading cases). Second, the SEC forbids trading and tipping while in possession of MNPI regarding the receipt of a tender offer, the tender offeror, the target company or anyone acting on behalf of either of these
parties. Employees should exercise particular caution any time they become aware of
non-public
information relating to a tender offer.
H.
|
Protecting Sensitive Information
|
Employees are responsible for safeguarding all confidential
information relating to investment research, fund and client holdings, including analyst research reports, investment meeting discussions or notes, and current fund or client transaction information, regardless whether such information is deemed
MNPI. Other types of information (for example, marketing plans, employment issues and shareholder identities) may also be confidential and should not be shared with individuals outside the company unless approved by the CCO or a Victory Capital
executive officer.
All Access Persons are expressly prohibited from knowingly spreading any false rumor concerning any company, or any purported market
development, that is designed to impact trading in or the price of that companys or any other companys securities, and from engaging in any other type of activity that constitutes illegal market manipulation.
I.
|
Trading in Securities Listed on Exchanges in Other Countries
|
Trading in securities listed on exchanges
in other countries is governed by the laws of that country. Access Persons who are trading in such securities must ensure compliance with applicable law, which in all relevant cases prohibits trading on the basis of MNPI or price-sensitive
information, as those terms are defined in the relevant jurisdiction.
A conflict of interest exists when a persons private interests
may be contrary to the interests of clients or shareholders of Victory Capital. A conflict may arise if a Victory Capital employee takes actions or has business, financial or other interests that may make it difficult to perform his or her work
objectively and effectively.
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Copyright © 2016, Victory Capital Management Inc.
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Page 7 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
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Conflicts of interest may arise, for example, if a Victory Capital employee or his or her Immediate Family member receives improper personal benefits (for
example, personal loans, services, or payment for services) as a result of his or her position at Victory Capital, or gains personal enrichment or benefits through access to confidential information. Conflicts may also arise if a Victory Capital
employee or an Immediate Family member holds a financial interest in a company that does business with Victory Capital or has outside business interests that may result in divided loyalties or compromised independent judgment. Conflicts may also
arise when making securities investments for Proprietary Funds or Personal Accounts or when determining how to allocate trading opportunities.
Conflicts
of interest can arise in many common situations, despite best efforts to avoid them. This Code does not attempt to identify all possible conflicts of interest. Literal compliance with each of the specific procedures will not shield Access Persons
from liability for Personal Trading or other conduct that violates fiduciary duties to Victory Capital clients. Victory Capital employees are encouraged to seek clarification of, and discuss questions about, potential conflicts of interest. Any
questions regarding a conflict of interest or potential conflict of interest should be directed to a manager, the CCO or a representative of the LCR Department.
The following areas represent many common types of conflicts of interests and the procedures to be followed; however, the list is not intended to be
all-inclusive.
A summary is provided for each case, but further details can be found in the related Policies and Procedures. For questions relating potential conflicts, please contact a member of the LCR Department.
A.
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Gifts and Entertainment
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Gifts
Giving or receiving gifts or other items of value to or from persons doing business or seeking to do business with Victory Capital could call into question
the independence of its judgment as a fiduciary of its clients. Accordingly, it is the policy of Victory Capital to permit such conduct only in accordance with the limitations stated herein.
Victory Capitals policies on gifts and entertainment are derived from industry practices. Employees should be aware that there are various laws and
regulations that prohibit firms and their employees from giving anything of value to employees of various financial institutions in connection with attempts to obtain any business transaction with the institution, which is viewed as a form of
bribery. If there is any question about the appropriateness of any particular gift, an employee should consult a member of the LCR Department.
Under no
circumstances may a gift to Victory Capital or any employee be received as any form of compensation for services provided by Victory Capital or an employee. Gifts of nominal value may be accepted from present or prospective customers, brokers,
service providers, suppliers or vendors with whom Victory Capital has a business or potential business relationship. Victory Capital employees are required to disclose all gifts given or received in excess of $50 via MCO. Gifts from an individual or
entity may not exceed $100 in aggregate value in any calendar year unless approval is obtained from the employees direct manager and the LCR Department.
Gifts of up to $100 per person per year may be provided to present or prospective customers, brokers, service providers, suppliers or vendors with whom
Victory Capital has a business or potential business relationship.
Additional policies concerning gifts may be applicable depending on the type of
customer (e.g., ERISA, foreign, union, government officials, or Covered Government Officials).
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Victory Capital Management Inc. Code of Ethics
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Please refer to Victory Capitals
Gifts and Entertainment Policy
for more information.
Entertainment
Employees may sponsor and participate in
Reasonable and Customary Business Entertainment. Any Business Entertainment that is not Reasonable and Customary must be approved by the CCO and the employees manager. You must accompany the persons being entertained for an entertainment
activity to qualify as permissible Business Entertainment. All Business Entertainment expenses must be reported promptly in Victory Capitals expense reporting system (Concur), listing each attendee at the entertainment event. The receipt of
Business Entertainment in excess of $50 per occurrence per employee must be disclosed promptly after each occurrence in MCO. If the client, broker, service provider, vendor or supplier is not present, the entertainment is considered a gift.
Additional policies concerning gifts and entertainment may be applicable depending on the type of customer (e.g., ERISA, foreign, union, government officials,
or Covered Government Officials).
Please refer to Victory Capitals
Gifts and Entertainment Policy
for more information.
B.
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Political Contributions
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SEC regulations limit political contributions to Covered Government Officials
by employees of investment advisory firms and certain affiliated companies. The SECs
Pay-to-Play
Rule
206(4)-5
(the Rule) prohibits advisers from receiving any compensation for providing investment advice to a government entity within two years after a contribution has been made by the adviser or one of its covered associates. The
two-year
time out is triggered by a political contribution to an official of a government entity. The date of the contribution starts the time out.
The Rule permits contributions of up to $350 per person for any election to an elected official or candidate for whom the individual is entitled to vote, and
up to $150 per person for any election to an elected official or candidate for whom the individual is not entitled to vote. Many U.S. cities, states and other government entities have also adopted regulations restricting political contributions by
associates of investment management firms seeking to provide services to a governmental entity. While contributions to candidates in federal elections would generally not raise any issues under state or local laws, contributions to state and local
officials may not be approved depending on the circumstances. Victory Capital employees must receive approval from the LCR Department through MCO before making personal political contributions at all levels. Political contributions which require
pre-approval
include, but are not limited to, the following:
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Covered Government Officials;
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Federal candidate campaigns and affiliated committees;
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Political Action Committees (PACs) and Super PACs; and
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Non-profit
organizations that may engage in political activities, such as 501(c)(4) and 501(c)(6) organizations.
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Note: U.S. national political party donations (e.g. Democratic or Republican) do not require
pre-clearance.
Contributions include:
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Monetary contributions, gifts or loans;
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In kind contributions (e.g. donations of goods or services or underwriting or hosting fundraisers);
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Contributions to help pay a debt incurred in connection with an election (including transition or inaugural expenses, purchasing tickets to inaugural events);
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Contributions to joint fund-raising committees; or
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Contributions made by a PAC that is controlled by an Access Person.
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Victory Capital Management Inc. Code of Ethics
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See Victory Capitals
Political Contributions Policy
for more information.
C.
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Outside Business Activities
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Prior to commencement of employment with Victory Capital and subsequently
prior to commencement of any new Outside Business Activity (OBA), employees must fill out and submit an OBA approval form in MCO. Employees are responsible for notifying the Compliance Department of any material OBA changes and must
review, update and certify annually to their OBA activities.
Holding Political Office/Appointments
Victory Capital employees must avoid any political appointment that may conflict with the performance of his or her duties for Victory Capital. Prior written
approval must be obtained from the CCO before holding political office and, if approved, must be confirmed annually through the compliance certification process. Employees must expressly remove themselves from discussions and decisions regarding
Victory Capital, its products or services when Victory Capital may be a competitor for business related to their appointment.
Outside Employment or
Business Activities
Employees may pursue other interests on their own time as long as the activity doesnt reflect negatively on Victory Capital
and does not interfere or conflict in any way with Victory Capital or its clients. However, full-time employees of Victory Capital should consider their position to be their primary employment.
All outside business activities must be reported to and
pre-approved
by both the employees direct manager and
the CCO. Outside employment or business activities may be considered any activity conducted by a Victory Capital employee for another organization or business purpose that is outside the scope of the employees job function for Victory Capital.
This includes, but is not limited to, being an employee, independent contractor, sole proprietor, officer, director or partner of another organization, or being compensated by, or having the reasonable expectation of compensation from, any other
person or organization as a result of any business activity outside the scope of the relationship with Victory Capital.
Passive investments may be
exempted from the reporting and
pre-approval
requirement. Although passive investments are exempted from the reporting requirements under the Outside Employment or Business Activities section of this Code,
they may be subject to the reporting and
pre-clearance
requirements that fall under the Limited Offerings and Private Placements section of this Code. Any questions regarding
non-compensated
outside employment or business activities and passive investments should be directed to the CCO.
Absent prior approval of the CCO or the Chief Executive Officer, no employee of Victory Capital may serve on the board of directors of any publicly traded
company or investment company. An employees or Immediate Family members service on a
for-profit
private companys board of directors must also be
pre-approved
by the employees direct manager and the CCO or CLO, and reported on the employees annual Code certification.
All outside employment or business activities must be reported to and
pre-approved
by both the employees direct
manager and the CCO and reported on the employees annual certification. Employees are prohibited from the commencement of any outside employment or business activities until the CCOs final approval within MCO has occurred.
In addition to these outside employment or business activity procedures, all employees who are registered representatives of VCA must also adhere to related
requirements as set forth in VCAs Written Supervisory Procedures Manual.
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Page 10 of 19
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Victory Capital Management Inc. Code of Ethics
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Bequests
A bequest is the act of leaving or giving
something of value in a will. The acceptance of a bequest from a client, vendor or business partner may raise questions about the propriety of that relationship. Any potential or actual bequest in excess of $100 made to an employee by a client,
vendor, or business partner under a will or trust agreement must be reported to the LCR Department. Such bequests shall be subject to the approval of the employees manager and CCO.
D.
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Other Prohibitions on Conduct
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In addition to the specific prohibitions detailed elsewhere in the Code,
Victory Capital employees are subject to a general requirement not to engage or participate in any act or practice that would defraud Victory Capital clients. This general prohibition includes, among other things:
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Making any untrue statement of a material fact or employing any device, scheme or artifice to defraud a client;
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Omitting to state a material fact, or failing to provide any information necessary to properly clarify any statements made, in light of the circumstances, thereby creating a materially misleading impression;
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Misuse of client confidential information;
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Making investment decisions, changing internal research ratings and trading decisions other than exclusively for the benefit and in the best interest of our clients;
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Using information about investment or trading decisions or changes in research ratings (whether considered, proposed or made) to benefit or avoid economic injury to an Access Person or anyone other than our clients.
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Taking, delaying or failing to take any action with respect to any research recommendation, report or rating or any investment or trading decision for a client in order to avoid economic injury to an Access Person or
anyone other than a client;
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Purchasing or selling a security on the basis of knowledge of a possible trade by or for a client with the intent of personally profiting from personal holdings in the same or related securities
(front-running or scalping);
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Revealing to any other person (except in the normal course of an employees duties on behalf of a client) any information regarding securities transactions by any client or the consideration by any client of any
such securities transactions; or
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Engaging in any act, practice or course of business that operates or would operate as a fraud or deceit on a client or engaging in any manipulative practice with respect to any client.
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E.
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Review of Employee Communications
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All correspondence related to Victory Capitals business and any
client correspondence is subject to review by the LCR Department. Victory Capital is required to maintain original records of employee correspondence that is communicated on approved devices (such as through email). In addition, Victory Capital is
required to monitor employee communications and compliance with Victory Capitals conflicts of interest and insider trading policies and procedures. Consequently, Victory Capital reviews or archives all employee communications, including emails
and other forms of electronic communication for compliance purposes. Employees are advised that they should have no expectation of privacy regarding personal communications that are sent or received on company-provided or connected electronic
devices or communication platforms, such as instant messages or emails.
Employees are prohibited from sending communications regarding Victory Capital
business via any personal,
non-Victory
Capital email account, instant messaging, text or other method that is not captured in our archiving system. Employees may only use Victory Capitals
e-mail
system, instant messaging system, Bloomberg and other explicitly approved methods for business-related communications. Employees are permitted to communicate on Victory Capitals
e-mail
system connected through personal mobile devices such as smartphones. See
Victory Capitals
Corporate Information Protection and Technology Use Policy
for more information
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Victory Capital Management Inc. Code of Ethics
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VI.
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STANDARDS OF BUSINESS CONDUCT
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Every employee has a duty to place the interests of Victory Capital client accounts first and not take advantage of his or her positions at the expense of Victory Capital or its clients.
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Victory Capital employees must not mislead or defraud any Victory Capital clients by any statement, act or manipulative practice.
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All personal securities transactions must be conducted in a manner to avoid any actual, potential or the appearance of a conflict of interest, or any abuse of an employees position of trust and responsibility with
Victory Capital.
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Victory Capital employees may not induce or cause a client to take action, or not to take action, for personal benefit.
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Victory Capital employees may not share portfolio holdings information except as permitted under Victory Capitals
Disclosures of Portfolio Securities Policy
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Every Access Person must notify the CCO or CLO, as soon as reasonably practical, if he or she is arrested, arraigned, indicted or pleads no contest or guilty to any criminal offense (other than minor traffic violations)
or if named as a defendant in any investment-related civil proceeding or any administrative or disciplinary action.
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VII.
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PERSONAL TRADING, CODE OF ETHICS REPORTING AND CERTIFICATIONS
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Personal Trading is a privilege granted
by Victory Capital that may be withdrawn at any time. The CCO has complete discretion over all Personal Trading activity and has no obligation to explain any denial or restriction relating thereto. Employees who violate Personal Trading restrictions
may be required to disgorge any gains generated (or losses avoided) by Personal Trading. Access Persons must maintain adequate records of all Personal Trading transactions and be prepared to disclose those transactions to the LCR Department.
A.
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Employee Investment Accounts
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Employee Managed Accounts and Personal Accounts are supported by MCO
through direct electronic feeds from select approved brokers (Approved Brokers). Any accounts held with a broker that is not an Approved Broker must be transferred to an Approved Broker within 90 days of the commencement of employment
with Victory Capital. See
Appendix 2 Approved Brokers List
for more information.
On a
case-by-case
basis, the LCR Department may approve certain accounts held with brokers that are not on the Approved Brokers List. The LCR Department must still receive duplicate statements and confirmations
directly from the broker for each of these types of accounts.
Managed Accounts
Access Persons may open and maintain Managed Accounts with brokers on the Approved Brokers List. See
Appendix 2 Approved Brokers List
for more
information. With the exception of IPOs and Limited Offerings, the requirements listed below under Personal Trading Requirements and Restrictions do not apply to Managed Accounts. Participation in an IPO or a private placement in a Managed Account
still requires prior approval of the CCO or his or her designee.
Managed Accounts require the following:
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They must be submitted through MCO and approved by the LCR Department prior to trading;
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The employee must certify and the broker must verify that the account is truly discretionary;
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The broker must provide to the Compliance Department duplicate confirmations or an electronic data feed of each transaction in the account;
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Access Persons may not exercise any direct or indirect influence or control over the transactions; and
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Access Persons must certify annually that they had no direct or indirect influence or control over any transactions that occurred in their Managed Accounts.
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Failure to adhere to these requirements could lead to disciplinary actions and penalties up to and including termination.
Personal Accounts
Access Persons may open and maintain
Personal Accounts with brokers on the Approved Brokers List. See
Appendix 2 Approved Brokers List
for more information. Access Persons acknowledge and agree that Victory Capital may request and obtain information regarding Personal
Accounts from broker-dealers. Victory Capital may use personal information, including name, address and social security numbers, to identify and verify employee accounts.
B.
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Employee Investment Account Reporting
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Investment Account Disclosure
Access Persons may open and maintain investment accounts subject to the disclosure and
pre-clearance
requirements. See
Appendix 3 Investment Account Disclosure
for more information.
At the end of each quarter,
all employees
must certify that all
Personal Accounts have been disclosed and verify all Personal Trades or transactions are correctly reflected in MCO.
Initial Holdings Report/Annual
Holdings Report
No Personal Trading will be authorized before the LCR Department has received a completed Initial Holdings Report as part of the new
hire
on-boarding
process. Any exceptions must be approved by the CCO. The Initial Holdings Report must be submitted to the Compliance Department within ten (10) calendar days of becoming an Access Person.
All Access Persons must submit a similar report annually to the Compliance Department. These reports must include the following information:
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The date when the individual became an Access Person (Initial Holdings Report only);
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The name of each Personal Account in which any securities are or could be held in the Beneficial Interest of the Access Person, and the name of the broker-dealer or financial institution holding these accounts;
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Current holdings in private placements (or
non-public
offering), including private equity, hedge funds or partnerships; and
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Each Reportable Security or Reportable Fund in which the Access Person has a Beneficial Interest, including title, number of shares, and principal amount. Holdings information must be current as of 45 calendar days
before the report is submitted.
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Quarterly Securities Transaction Report
At the end of each quarter, every Access Person must verify his or her Personal Trades or transactions in Personal Accounts through MCO by submitting a
Securities Transaction Report (STR) no later than 30 calendar days following the end of each calendar quarter (whether or not trades were made). The STR must include:
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A description of any transaction in a Reportable Security or Reportable Fund effected during the preceding quarter, such as the date, number of shares, principal amount of securities involved, nature of the transaction
(i.e., a buy or a sell), price, and the name of the broker-dealer or financial institution that effected the transaction; and
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The name and number for any account established in the preceding quarter, including the name and address of the broker-dealer or financial institution where the account is held and the date it was created.
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Certain transactions are exempt from the quarterly reporting requirement. See
Pre-clearance
Not Required for Personal Trading
in
Appendix 4 Reportable Securities
for more information.
C.
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Personal Trading Requirements and Restrictions
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Permissible Transactions
Personal Trades are limited to the types of securities that are permitted under this Code. See
Appendix 4 Reportable Securities
for more
information.
Pre-Clearance
Requirements for Personal Trading
Most Personal Trading transactions require
pre-approval
by the Compliance Department through MCO. Employees should
complete a Personal Trading Request (PTR) through MCO for review by the LCR Department. PTRs are only valid on the date that the Compliance Department approved the trade. PTRs should be submitted before 3:30 PM ET and may be denied for
any reason deemed appropriate by the CCO. Late submissions or transactions that require additional research may take longer to obtain
pre-approval
and approval may not be granted in time to allow trading on
the same day.
Prohibition on Short-Selling Securities
Employees may not Short Sell securities in their Personal Accounts.
Blackout Period
Access Persons are subject to the
Blackout Period for any security in which a Victory Capital client has a buy, sell, or Short-Sell. For exceptions to the Blackout Period, see Exempt Securities or De Minimis transactions. In certain
circumstances, Personal Trades approved by the LCR Department may need to be broken due to subsequent client trading activity during the Blackout Period.
Although Short-Selling is strictly prohibited in Personal Accounts, it may be permitted in client accounts as dictated by their investment guidelines. As a
result, Short-Sell securities in a client account will be restricted from Personal Trading in the same manner as if the security was sold long.
The
Compliance Department will evaluate program trades (e.g., client cash flows or subscriptions and redemptions) placed by a Portfolio Management Team after an Access Person makes a Personal Trade to determine if such trade is in violation of the
Blackout Period. Trades in the opposite direction from an investment team may not cause the Personal Trade to be in violation of the Blackout Period. A limit order by a Portfolio Management Team that is placed before and executed during
the Blackout Period is permitted. If there is a consistent pattern of such activity, these transactions may be subject to review. The LCR Department may deny a trade and is not obligated to explain the reason to the employee.
Index Access Persons are restricted from trading equities during the rebalancing months, which generally occur in March and September. Index Access Persons
may still trade securities, such as open-ended mutual funds and ETFs for which Victory Capital does not act as adviser or
sub-adviser
or other types of securities permitted by the CCO during this month.
Mandatory Short-Term Holding Period
Access Persons may
not purchase and sell or sell and purchase any Reportable Securities in a Personal Account within sixty (60) calendar days. Each purchase or sale of the same security has its own
60-day
holding period.
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Page 14 of 19
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Victory Capital Management Inc. Code of Ethics
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Maximum Allowable Trades
Access Persons may make no more
than 20 Personal Trades per calendar quarter. A trade in the same security in multiple accounts on the same day may count as one trade, and will be reviewed by a member of the LCR Department on a
case-by-case
basis.
De Minimis Trades
A trade under $100,000 in a security of an issuer that is a member of the S&P 500 Index or an exempt ETF (or a security with an equivalent market
capitalization and liquidity to a S&P 500 security, as determined by the CCO) is a De Minimis Trade. De Minimis Trades must be
pre-cleared
by the Compliance Department but will be approved if the security
has been held at least 60 days (if selling). De Minimis Trades count towards the Maximum Allowable Trades. The Blackout Period does not apply to De Minimis Trades. See
Appendix 5 ETFs Eligible for De Minimis Transaction Exemption
for
more information.
Contra-Trading Rule
No Portfolio
Management Team member may trade a security in their Personal Account in the opposite direction of a security held in any client account that he or she manages for Victory Capital unless he or she receives prior written approval from either the CCO
or his or her designee. It is the responsibility of the employee to notify the CCO if he or she intends to make a Personal Trade that is contrary to a client account.
Small Market Capitalization Securities
Victory Capital
generally discourages Personal Trading in smaller market capitalization stocks (e.g. less than $1 billion), in particular, any microcap stocks, as these securities could lead to a potential conflict of interest if they are also purchased
in client accounts. Personal Trading by members of a Portfolio Management Team in common holdings with Victory Capital clients, especially in low volume or low market capitalization stocks, could lead to a potential conflict of interest and
therefore may be prohibited.
IPO Rule
No Access
Person may directly or indirectly acquire a Beneficial Interest in any securities offered in an IPO in a Personal Account or Managed Account, except with the prior approval of the CCO or his or her designee.
Limited Offerings (Private Placements)
No Access Person
may acquire a Beneficial Interest in a private placement without the prior approval of the CCO or his or her designee. Prior approval is required whether investing directly or through a Personal Account or Managed Account. Private placements, such
as investment in a private company, purchases of hedge funds or other private investment funds are reportable through the
pre-clearance
process. Subsequent capital contributions and full or partial redemptions
must be
pre-cleared
through MCO. This requirement applies to investment in any Victory Capital managed private placements (LLCs) but does not include transactions of Victory Capital Holdings (VCH)
securities.
Significant Affiliated Fund Transactions
Pre-clearance
is required for any Significant Transaction. Significant Transactions do not require
pre-clearance
in Victory Capitals 401(k), unless it is a Proprietary Fund.
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Victory Capital Management Inc. Code of Ethics
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Market Timing Mutual Fund Transactions
Access Persons
shall not participate in any activity that may be construed as market timing of mutual funds. Specifically, no employee shall engage in excessive trading or market timing activities with respect to any Proprietary Fund or Reportable Funds. See
Appendix I Affiliated Funds, Proprietary Funds
& Reportable Funds
for more information. In accordance with each Affiliated Funds policy, no shareholders may complete more than three (3) round-trip trades
in the same fund during any
90-day
period. For a first violation, a warning is issued; for the second violation, the person is permanently restricted from additional purchases. The foregoing restrictions shall
not apply to an employee investing in mutual funds through automatic reinvestment programs or to any other
non-volitional
investment program.
D.
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Representation and Warranties
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Each time an Access Person submits a PTR, that Access Person shall be
deemed to make the following representations and warranties:
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He or she does not possess any MNPI regarding the issuer of the security;
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To his or her knowledge, there are no pending trades in the security for a client;
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To his or her knowledge, the security is not being considered for purchase or sale for any client;
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If he or she is a member of a Portfolio Management Team or a person that advises a Portfolio Management Team, none of the accounts managed by his or her investment team is subject to the Blackout Period for the
security; and
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He or she has read the most recent version of the Code and believes that the proposed trade complies fully with the requirements of the Code.
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E.
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Quarterly and Annual Certifications of Compliance
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Each Access Person is required to certify quarterly
that he or she has disclosed all reportable:
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1.
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Gifts and entertainment;
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2.
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Political activity and contributions;
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Each Access Person is required to certify annually that he or she is subject to this Code
and has:
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1.
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Read, understands and complied with this Code;
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2.
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Disclosed or reported all Personal Trades in any Reportable Funds, Reportable Securities, or in any Personal Accounts
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3.
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Disclosed and reported all outside business activities;
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4.
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Answered all additional questions within Victory Capitals Annual Code of Ethics Certification in an accurate and truthful manner; and
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5.
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Read and understands Victory Capitals policies.
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The LCR Department will maintain review procedures consistent with
this Code.
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Victory Capital Management Inc. Code of Ethics
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All Code of Ethics records will be maintained pursuant to the provisions of Rule
204A-1
under the Advisers Act and Rule
17j-1
under the Investment Company. See Victory Capitals
Books and Records Policy
for more information.
H.
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Whistleblower Provisions
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If an Access Person believes that there has been a violation of this Code, he
or she must promptly notify the CCO or CLO or report anonymously to the Victory Capital Ethics telephone hotline at
800-584-9055.
Access Persons are protected from
retaliation for reporting violations of this Code. Retaliation or the threat of retaliation against an Access Person for reporting a violation constitutes a further violation of this Code and may lead to immediate suspension and further sanctions.
See Victory Capitals
Whistleblower and Reporting Suspicious Activity Policy
for more information.
Victory Capital is also responsible for
communicating the Affiliated Funds whistleblower procedures to our employees. The Affiliated Funds have implemented procedures for receiving anonymous reports of suspected or actual violations of Affiliated Funds policies and
questionable accounting, internal accounting controls, or auditing matters. Call
866-844-3863
to initiate a report regarding an Affiliated Fund.
All information obtained from any employee shall be kept in strict confidence, except
when requested by the SEC or any other regulatory or self-regulatory organization, and may otherwise be disclosed to the extent required by law or regulation. Additionally, certain information may be provided to a broker-dealer, service provider or
vendor, such as employee name, social security number and home address, in order to ascertain Personal Trading activity that is required to be disclosed by an Access Person.
J.
|
Reporting to the Board of Directors of Affiliated Funds
|
At least annually, Victory Capital will provide
the Board of Directors of Affiliated Funds with information regarding: 1) any Material Violations under this Code and any sanctions imposed as a response to such Material Violation; and 2) certification that Victory Capital has adopted procedures
necessary to prevent Access Persons from violating this Code.
VIII.
|
CODE OF ETHICS VIOLATION GUIDELINES
|
Each Access Person is responsible for conducting his or her
activities in accordance with this Code. Violations of the Code may result in applicable sanctions.
Sanctions may correlate to the severity of the
violation and may take into consideration, among other things, such factors as the frequency and severity of any prior violations. The CCO may recommend escalation to the Victory Capital Board of Directors and Compliance Committee. When necessary,
the Victory Capital Board of Directors may obtain input from the Compliance Committee and the CCO when determining whether such violation is a Material Violation.
The CCO holds discretionary authority to revoke Personal Trading privileges for any length of time and also reserves the right to lift Personal Trading
sanctions in response to market conditions. Additionally, the CCO or Compliance Committee may impose a monetary penalty for any violation. The CCO will report all warnings, violations and sanctions to the Compliance Committee.
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Copyright © 2016, Victory Capital Management Inc.
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Page 17 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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Minor Violations
|
|
Potential Actions
|
Provided incorrect or incomplete account or trading information
Engaging in a
pattern of discouraged or excessive trading
Trading without
pre-clearance
approval when
trade would have normally been approved and additional violations did not occur
Failure to submit a complete or timely initial or annual holdings or securities
transactions report
Failure to provide the Compliance Department a duplicate confirmation in a timely manner
after request or notice by the Compliance Department
Failure to
pre-clear
properly an outside
business activity prior to commencement of such activity
Failure to complete a quarterly or annual certification by due date
Failure to
pre-clear
an investment in a private placement that would have been approved
|
|
LCR Department may question employee and document response
1
st
violation within a
12-month
period may result in a warning letter
CCO and Compliance Committee will be notified of all warnings and citations given to
employees
Employee may be required to break a trade or disgorge profits from the trade
Any additional
actions the CCO or LCR Department deem appropriate under the circumstances
|
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Technical Violations
|
|
Potential Actions
|
Any pattern of a Minor Violation within a
12-month
period may qualify as a Technical Violation
Failure to report a Personal Account
Trading without
pre-clearance
approval when trade would
not
have been approved
Trading without
pre-clearance
or supplied
incorrect information, which may have resulted in additional violations
Failure to
pre-clear
any activity that would
have been denied by the Compliance Department
Any willful violations of the Code, as determined by the CCO, to be more severe than a
Minor Violation
|
|
LCR Department may question employee and document response
LCR Department may
issue a warning letter
Compliance Committee is notified
Human Resources
will be notified
Employee may be required to break a trade or disgorge profits from the trade any
such profits will be collected by Victory Capital and donated to charity
Temporary ban from Personal Trading for no less than 30 calendar days
A fine may be
imposed, as determined by the CCO on a
case-by-case
basis
Any other actions deemed appropriate by the CCO or the LCR Department
|
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Repeat Technical Violations
|
|
Potential Actions
|
Any Technical Violation that is repeated at least two (2) times
during a
12-month
period
|
|
CCO may meet with employees direct manager to discuss
violation
Human
Resources will be notified
Employee may be required to break a trade or disgorge profits from the trade any
such profits will be collected by Victory Capital and donated to charity
Three (3) or more technical violations within a
12-month
period may receive a citation letter, monetary fine and loss of Personal Trading privileges for no less than 90 calendar days
Any other actions deemed appropriate by the CCO or the LCR Department
|
Material Violations / Fraudulent Actions
|
|
Potential Actions
|
Any Material Violation
|
|
Compliance Committee will review and recommend sanctions and
penalties up to and including termination of employment
The Board of Directors and, when applicable, clients will be notified
Possible criminal
sanctions imposed by regulatory authorities
A fine of $10,000 may be imposed by the Board of Directors
Any other actions
deemed appropriate by the CCO, Compliance Committee or the Board of Directors
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Copyright © 2016, Victory Capital Management Inc.
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Page 18 of 19
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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The Code of Ethics Violation Guidelines provides examples of potential Code violations and the actions that Victory Capital might take if employees are in
violation of the Code; it is not intended to serve as an exhaustive list of potential Code violations or actions relating thereto. All findings of Code violations and any actions relating thereto will be made on a
case-by-case
basis. The CCO has discretion to interpret violations and impose various sanctions in response to such violations as deemed necessary.
Reconsideration
If an Access Person wishes to dispute a
violation notice, he or she may submit a written explanation of the circumstances of the violation to the CCO. The CCO (and the CLO if escalation is deemed necessary) will review submissions on a case by case basis. The CCO and CLO are under no
obligation to change any sanction that has been imposed.
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Copyright © 2016, Victory Capital Management Inc.
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Page 19 of 19
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Victory Capital Management Inc. Code of Ethics
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Appendix 1 Affiliated
Funds, Proprietary Funds & Reportable Funds
Victory Capital is a multi-boutique asset manager comprised of the following autonomous
investment franchises: CEMP (formerly, Compass EMP), Diversified Equity Management, Expedition Investment Partners, INCORE Capital Management, Integrity Asset Management, Munder Capital Management, NewBridge Asset Management, RS Investments,
Sycamore Capital, and Trivalent Investments.
As of July 30, 2016, the funds listed below are subject to Personal Trading reporting and restrictions.
For the most
up-to-date
list of Affiliated Funds, please visit
www.victoryfunds.com
,
www.rsfunds.com
and
www.compassempfunds.com
.
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Copyright © 2016, Victory Capital Management Inc.
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Page i of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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|
Affiliated Funds
|
|
RICs
Sub-Advised
by Victory Capital
|
Victory Institutional Funds
, managed by:
Diversified Equity Management
Victory Portfolios
, managed by:
CEMP (S&P 500
Index Fund)
Diversified Equity Management
Expedition
Investment Partners
INCORE Capital Management
Integrity Asset
Management
Munder Capital Management
NewBridge Asset
Management
RS
Investments
Sophus Capital
Sycamore Capital
Trivalent
Investments
Victory Portfolios II
, managed by:
CEMP (formerly
Compass EMP)
Victory Variable Insurance Funds
, managed by:
CEMP (S&P 500
Index VIP Series)
Diversified Equity Management
INCORE Asset
Management
RS
Investments
Sophus Capital
Victory Capital Collective Investment Trust
, managed by:
Diversified Equity Management
NewBridge Asset
Management
Sycamore Capital
Victory Capital International Collective Investment Trust
, managed by:
Expedition
Investment Partners
Integrity Asset Management
Trivalent
Investments
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|
(Columbia) Variable Portfolio (VP) Victory Established Value
Fund
,
sub-advised
by Sycamore Capital
(Fidelity)
Strategic Advisers
Small-Mid
Cap Fund
,
sub-advised
by RS Investments
(Fidelity)
Strategic Advisers
Small-Mid
Cap Multi-Manager Fund
,
sub-advised
by RS Investments
(Jackson National)
JNL Multi-Manager Mid Cap Fund
,
sub-advised
by Sycamore Capital (funding Sept. 2016)
(Jackson National)
JNL Multi-Manager Small Cap Growth Fund
,
sub-advised
by RS Investments
Northern Multi-Manager International Equity Fund,
sub-advised
by Trivalent Investments
(Principal)
MidCap Value Fund I
,
sub-advised
by Sycamore Capital
(Prudential)
AST
Small-Cap
Growth
Opportunity Fund
,
sub-advised
by RS Investments
SEI
Small/Mid-Cap
Equity Fund
,
sub-advised
by Integrity Asset Management
USAA Emerging Markets Fund
,
sub-advised
by Expedition Investment Partners
(VALIC) Small Cap Aggressive Growth Fund
,
sub-advised
by RS Investments
Voya Multi-Manager International Small Cap Fund
,
sub-advised
by Trivalent Investments
Wilshire
Large Company Growth Portfolio
,
sub-advised
by NewBridge Asset Management
Sub-Advised
Affiliated Funds
Victory National Municipal Bond Fund,
sub-advised
by KPB Investment Advisors LLC
Victory Ohio Municipal Bond Fund,
sub-advised
by KPB investment Advisors LLC
Victory Floating Rate Fund,
sub-advised
by Park Avenue Advisors
Victory High Income Municipal Bond Fund,
sub-advised
by Park Avenue Advisors
|
Proprietary Funds
Victory Munder Small Cap Growth Fund
, managed by Munder Capital Management
Victory Munder
Small
Cap/Mid-Cap
Blend
, managed by Munder Capital Management
Victory Select Fund
, managed by Diversified Equity Management
Victory
Trivalent Emerging Markets Small Cap Fund
, managed by Trivalent Investments
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Victory High Yield Fund,
sub-advised
by
Park Avenue Advisors
Victory High Yield VIP Series,
sub-advised
by Park Avenue Advisors
Victory Strategic Income Fund,
sub-advised
by Park Avenue Advisors
Victory
Tax-Exempt
Fund,
sub-advised
by Park Avenue Advisors
Victory Global Natural Resources Fund,
sub-advised
by SailingStone Capital Partners
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Copyright © 2016, Victory Capital Management Inc.
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Page ii of xii
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Victory Capital Management Inc. Code of Ethics
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Appendix 2 Approved Brokers
List
|
1.
|
Employer Sponsored Retirement Plans
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|
2.
|
Ameriprise Financial Services
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Copyright © 2016, Victory Capital Management Inc.
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Page iii of xii
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Victory Capital Management Inc. Code of Ethics
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|
Appendix 3 Investment
Account Disclosure
The account disclosure requirements listed below are required under the Code. Accounts need to be disclosed when opened and then
verified as part of your quarterly Code of Ethics certification. Failure to comply may result in sanctions imposed by the Victory Capital Compliance Committee and/or Board of Directors.
A Beneficial Interest in the following types of accounts must be reported to the LCR Department initially and reported on the annual holdings report:
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All Personal Accounts, which includes any account that can hold a Reportable Security or Reportable Fund
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Affiliated Funds accounts (or any other Reportable Fund)
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|
Employee & Immediate Familys 401(k)
if
able to buy or sell Reportable Securities
|
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Security Lending Accounts
|
The following accounts must be reported to the LCR Department initially:
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Private Placements (Private Investment Funds, Hedge Fund, Private Equity, Limited Offerings)
|
The following accounts do not need to be held at an Approved Broker and do not need to be
pre-cleared
or reported on the annual holdings report:
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Open-end
mutual fund accounts held directly with an unaffiliated Fund (for
Non-Reportable
Funds only)
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Employee & Immediate Familys employer sponsored retirement plan accounts (e.g., 401(k)) if
unable
to buy or sell Reportable Securities requiring
pre-clearance
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Copyright © 2016, Victory Capital Management Inc.
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Page iv of xii
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Victory Capital Management Inc. Code of Ethics
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Appendix 4 Reportable
Securities
Personal Accounts generally require employees to
pre-clear
transactions by submitting PTRs through
MCO. See
Section VI: Personal Trading Requirements and Restrictions
for more information.
Pre-clearance
Required
for Personal Trading
All Access Persons must obtain
pre-clearance
prior to affecting any of
the following transactions in a Personal Account:
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Bonds (including convertible, corporate, high-yield, and municipal bonds)
|
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Exchange-traded funds (ETFs), including Victory Capital ETFs
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Exchange-traded notes (ETNs)
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Fannie Mae & Freddie Mac mortgage-related securities
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Trust preferred & traditional preferred securities
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IPOs, with the prior approval of the CCO or his or her designee
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Any securities that are gifted or donated by an Access Person
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Significant Transactions in an Affiliated Fund
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Investments in Proprietary Funds
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Pre-clearance
Not Required
for Personal Trading
For certain accounts and security types,
pre-clearance
is not necessary. Generally, these
transactions do not need to be
pre-cleared
because the transactions are passive, are not Reportable Securities, or they are made in accounts in which the Access Person has no direct or indirect influence or
control. A PTR is not required for the following transactions:
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All securities, with the exception of IPOs or Private Placements in Managed Accounts
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Automatic or Periodic Investment Plans
|
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Bankers acceptances, bank certificates of deposit and commercial paper
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Corporate action transactions (e.g., stock splits, rights offerings, mergers and acquisitions)
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Direct obligations of the U.S. government
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Investments in Dividend Reinvestment Plans or dividend transactions
|
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Investment grade, short-term debt instruments, including repurchase agreements
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Variable insurance products that invest in funds for which Victory Capital does not act as adviser or
sub-adviser
|
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Open-end
mutual funds (unless it is a Proprietary Funds or Significant Transaction for which Victory Capital acts as adviser or
sub-adviser)
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Affiliated Funds under $1 million or that are not Proprietary Funds
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Physical commodity contracts
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Investments in qualified tuition programs (529 Plans)
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Securities that are gifted or donated to an Access Person
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Security lending transactions
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Victory Capital 401(k) transactions (unless greater than $25,000 in a Proprietary Fund)
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Copyright © 2016, Victory Capital Management Inc.
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Page v of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
|
Prohibited
from Personal Trading
Access Persons
may NOT Short-Sell securities or trade the following securities in Personal Accounts:
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Copyright © 2016, Victory Capital Management Inc.
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Page vi of xii
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Victory Capital Management Inc. Code of Ethics
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Appendix 5 ETFs Eligible
for De Minimis Transaction Exemption
Trades in the following ETFs shall be considered De Minimis Trades due to their use as highly liquid cash
management vehicles in various Victory Capital accounts.
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Name
|
|
Symbol
|
|
|
CUSIP
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|
iShares MSCI ACWI Index Fund
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ACWI
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464288257
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iShares MSCI Emerging Index Fund ETF
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EEM
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|
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|
464287234
|
|
iShares MSCI EAFE Index Fund ETF
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EFA
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|
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|
464287465
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|
iShares MSCI Japan Index Fund ETF
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EWJ
|
|
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|
464286848
|
|
iShares FTSE China 25 Index
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|
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FXI
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|
464287184
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|
iShares iBoxx $ High Yield Corporate Bond
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|
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HYG
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|
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|
464288513
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|
iShares MSCI India
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|
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INDA
|
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|
46429B598
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|
iShares Core S&P 500 ETF
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|
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IVV
|
|
|
|
464287200
|
|
iShares Russell
1000
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|
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IWF
|
|
|
|
464287614
|
|
iShares Russell 2000 ETF
|
|
|
IWM
|
|
|
|
464287655
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|
iShares Russell 2000 Value
|
|
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IWN
|
|
|
|
464287630
|
|
iShares Russell
Mid-Cap
Value
|
|
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IWS
|
|
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|
464287473
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|
iShares MSCI China Index Fund
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|
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MCHI
|
|
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|
46429B671
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SPDR S&P MidCap 400 ETF
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MDY
|
|
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|
78467Y107
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|
Vanguard Total International Stock ETF
|
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VXUS
|
|
|
|
921909768
|
|
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Copyright © 2016, Victory Capital Management Inc.
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Page vii ofxii
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Victory Capital Management Inc. Code of Ethics
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Supplement 1 -
RS Investments (Hong Kong) Limited
Code of Ethics Supplement (Hong Kong Supplement)
The following policies and procedures are in addition to, and supersede where relevant, the policies and procedures detailed in the Code.
I. COMPLIANCE
General
Compliance with all regulatory requirements is of the utmost importance to RS Investments (Hong Kong) Limited (
RSHK
). All staff members of
RSHK should read and understand the content of the Code and Victory Capitals Compliance Manual (the Compliance Manual), and each staff member should also read and understand the content of the Code of Conduct for Persons Licensed
by or Registered with the Securities and Futures Commission (the
Code of Conduct
) and the Fund Manager Code of Conduct (the
FMCC
) issued by the Securities and Futures Commission (the
SFC
)
where such staff member is licensed by the SFC. RSHK should at all times have at least one designated Compliance Officer. The Compliance Officer and the responsible officers who are ultimately responsible for seeking to ensure compliance by RSHK
with all applicable regulatory requirements on a daily basis are identified in the RSHK Compliance Manual.
In addition, it is also the duty of all staff
members of RSHK to comply with the contents of the Code and the Compliance Manual, and to observe all other regulatory requirements as applicable to them from time to time, in all their activities on behalf of RSHK. Failure to do so may result in
disciplinary action.
II. PROHIBITED CONDUCT
General
Every director, manager or any other person
involved in the management of RSHK has a statutory obligation to take all reasonable measures from time to time to seek to ensure that proper safeguards exist to prevent RSHK from acting in a way which would result in RSHK perpetrating any market
misconduct under the Securities and Futures Ordinance (the
SFO
).
Market Misconduct
Market misconduct under the SFO means:
|
4.
|
Disclosure of information about prohibited transactions
|
|
5.
|
Disclosure of false or misleading information inducing transactions stock market manipulation; and
|
|
6.
|
Includes attempting to engage in, or assisting, counseling or procuring another person to engage in any of the above activities
|
Insider Dealing
See
Section IV Policy
Statement on Insider Trading
for more information
.
False Trading
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Copyright © 2016, Victory Capital Management Inc.
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Page vii of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
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False trading attracts civil and criminal liabilities. In brief, false trading occurs when a person, in Hong Kong or elsewhere, engages in conduct intending
that, or being reckless as to whether, it creates, or is likely to create, a false or misleading appearance of active trading in securities or futures contracts traded on a Hong Kong or overseas market. An
on-market
wash sale or matched order is presumed to create a false or misleading appearance of active trading.
Price Rigging
Price rigging attracts civil and criminal
liabilities. In brief, price rigging occurs where a person, in Hong Kong or elsewhere engages, directly or indirectly, in:
|
1.
|
A wash sale which maintains, increases, reduces, stabilizes or causes fluctuations in, the price of securities traded on a Hong Kong market; or
|
|
2.
|
Any fictitious or artificial transaction or device, intending that, or being reckless as to whether, it maintains, increases, reduces, stabilizes or causes fluctuations in, the price of securities, or the price for
dealing in futures contracts, traded on a Hong Kong market.
|
There will also be a breach where such activity is carried out in Hong Kong
which affects shares and futures contracts that are traded on an overseas market.
Disclosure of Prohibited Transactions and Disclosure of False and
Misleading Information
Disclosure of prohibited transactions and disclosure of false and misleading information inducing transactions attract civil
and criminal liabilities. In brief, these occur when a person discloses, circulates or disseminates information:
|
1.
|
To the effect that the price of securities of a corporation, or the price for dealings in futures contracts, will be maintained, reduced or stabilized because of a prohibited transaction; or
|
|
2.
|
That is likely to induce a transaction in securities or futures contracts if the information is false or misleading.
|
Stock Market Manipulation
Stock market manipulation
attracts civil and criminal liabilities under the laws of Hong Kong. It is prohibited when, in Hong Kong or elsewhere, a person enters into, directly or indirectly, two or more transactions in securities that by themselves or in conjunction with any
other transaction increase reduce, maintain or stabilize the price of securities and with the effect of influencing the investment decisions of other persons.
Other Offenses
All Victory Capital employees, including
the employees of RSHK, are prohibited from engaging in the Short-Selling of any securities, including naked or uncovered, Short-Selling on the SEHK. It is a criminal offence under the SFO for a person to sell securities at or
through the SEHK unless at the time of the sale he (or his client, if he acts as an agent) has a presently exercisable and unconditional right to vest the securities in the purchaser of them, or believes and has reasonable grounds to believe that he
(or his client, as the case may be) has such a right.
RSHK should also note that section 171 of the SFO imposes a duty to report Short-Selling
transactions (which are covered) on both the seller (as a principal, whether he is a client or an intermediary) and the intermediary (as an agent). RSHK must also observe the Securities and Futures (Short-Selling and Securities Borrowing and Lending
(Miscellaneous) Rules) and the SFCs Guidance Note on Short-Selling Reporting and Stock Lending Record Keeping Requirements as applicable.
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Copyright © 2016, Victory Capital Management Inc.
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Page ix of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
|
RSHK and the employees of RSHK shall not make any unsolicited call (unless specifically allowed under s174 of the SFO or under the Securities and Futures
(Unsolicited Calls Exclusion) Rules in order to induce or attempt to induce another person to sell or purchase securities, futures contract or leveraged foreign exchange contract.
Other criminal offences under the SFO include:
|
1.
|
Offence involving fraudulent or deceptive devices etc. in transactions in securities, futures contracts or leveraged foreign exchange trading;
|
|
2.
|
Offence of disclosing false or misleading information inducing others to enter into leveraged foreign exchange contracts; and
|
|
3.
|
Offence of falsely representing dealings in futures contracts on behalf of others, etc.
|
Other Misconduct
Prohibition on Shadowing
An employee is
prohibited from replicating deliberately what the clients of RSHK trade for the purpose of making speculative profits or avoiding losses.
Prohibition
on Churning or Twisting
RSHK is not permitted to generate high commission income by putting excessive orders through the client accounts.
Prohibition on Rat Trading
An employee is prohibited
from rat trading, which covers deliberate trading to the disadvantage of the client. For example, a fund manager might execute a buy order and delay allocating it to the funds or accounts it manages. If the price moves up, he may allocate it to his
own account or to a nominee account at the lower execution price. On the other hand, he may delay executing the order and, if the price moves down, buy it at the lower price for himself or herself and sell it to the fund or accounts that it manages.
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Copyright © 2016, Victory Capital Management Inc.
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Page x of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
|
Supplement 2 -
RS
Investment Management (Singapore) Pte. Ltd. (RSIMS)
Code of Ethics Supplement (Singapore Supplement)
The policies and procedures in this Singapore Supplement to the Code apply to Access Persons of RSIMS and are in addition to, and supplement, the
policies and procedures detailed in the Code.
Matters set out in the relevant sections of this Singapore Supplement shall be read in conjunction, and as
one, with the Code. To the extent there is any inconsistency between the Code and this Singapore Supplement, this Singapore Supplement shall prevail.
Short-Selling of Securities
All Victory Capital
employees, including employees of RSIMS, are prohibited from Short-Selling any security.
Trading on Inside Information
In addition to the requirements set out in the Code, all employees of RSIMS and all members of their Immediate Family are required to comply with all
applicable laws in Singapore in relation to any Securities Transactions. Such laws include but are not limited to Part XII (Market Conduct) of the Securities and Futures Act (Chapter 289 of Singapore) (SFA) which set out prohibitions
against the following conduct:
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|
|
False trading and market rigging transactions;
|
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Securities market manipulation and manipulation of prices of futures contracts and cornering;
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The making of false or misleading statements or the dissemination of information that is false or misleading;
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Fraudulently inducing persons to deal in securities or trade in futures contracts;
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Employment of fraudulent or deceptive devices, or manipulative and deceptive devices;
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Insider trading and tipping off.
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Reporting Requirements
In addition to the Personal Account and Personal Trading requirements and restrictions set out in the Code, each employee of RSIMS who acts as a representative
of RSIMS in RSIMS capacity as the holder of a capital markets services license issued pursuant to the SFA for fund management (each a Relevant Access Person) is required to maintain a register of his or her interests in securities
(as such term is defined in section 2(1) of the SFA, the relevant extract of which is set out in the Appendix) that are listed for quotation, or quoted, on a securities exchange or recognized market operator in the prescribed Form 15 to the
Securities and Futures (Licensing and Conduct of Business) Regulations (Rg 10).
Within 7 days after the date he or she acquires the interest in the
relevant securities, each Relevant Access Person shall be required to enter into his or her register:
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1.
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Particulars of securities in which such Relevant Access Person has any interest; and
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2.
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Particulars of such interests.
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Where there is any change in any interest in the securities of such Relevant
Access Person, he or she shall enter particulars of the change (including the date of the change and the circumstances by reason of which the change has occurred), within 7 days after the date of the change.
All entries in the register must be kept in an easily accessible form for a period of not less than 5 years after the date on which such entry was first
made. The register shall:
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1.
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If in physical form, be kept at RSIMSs principal place of business in Singapore; or
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Copyright © 2016, Victory Capital Management Inc.
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Page xi of xii
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Victory Capital Management Inc. Code of Ethics
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Last updated
July 30, 2016
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2.
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If in electronic form, be kept in such manner so as to ensure that full access to the register may be gained by the Monetary Authority of Singapore (MAS) at RSIMSs principal place of business in
Singapore.
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RSIMS is required to maintain records of the place at which the Relevant Access Persons keep their respective registers and the
places at which copies of those registers are kept in Singapore. As a separate matter, RSIMS is also required to maintain a Form 15 in relation to RSIMS own interests in the relevant Securities.
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Copyright © 2016, Victory Capital Management Inc.
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Page xii of xii
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ASGM OFFSHORE FUND, LTD.
ASMF OFFSHORE FUND, LTD.
CAAF OFFSHORE FUND, LTD.
CAB OFFSHORE FUND, LTD.
CCSF OFFSHORE FUND, LTD.
CDARF1 OFFSHORE FUND, LTD.
CDARF2 OFFSHORE FUND, LTD.
CDARF3 OFFSHORE FUND, LTD.
CVPCSF OFFSHORE FUND, LTD.
CVPDAR1 OFFSHORE FUND, LTD.
CVPDAR2 OFFSHORE FUND, LTD.
CVPDAR3 OFFSHORE FUND, LTD.
VPMF OFFSHORE FUND, LTD.
(each a Fund)
POWER OF ATTORNEY
The
undersigned does hereby constitute and appoint Michael G. Clarke, Joseph L. DAlessandro, Paul B. Goucher, Ryan C. Larrenaga, Christopher O. Petersen, Scott R. Plummer and Megan E. Garcy, each individually, her true and lawful
attorney-in-fact
and agent (each an
Attorney-in-Fact)
with power of substitution or
resubstitution, in any and all capacities, including without limitation in the undersigneds capacity as a director of each Fund, in the furtherance of the business and affairs of each Fund: (i) to execute any and all instruments which
said
Attorney-in-Fact
may deem necessary or advisable or which may be required to comply with the Securities Act of 1933, the Investment Company Act of 1940, the
Securities Exchange Act of 1934 (together the Acts) and any other applicable federal securities laws, or rules, regulations or requirements of the U.S. Securities and Exchange Commission (SEC) or guidance of the SEC staff in
respect thereof, in connection with the filing and effectiveness of the Registration Statement on Form
N-1A
of any registered investment company that holds any interest in such Fund (each a Parent
Fund) regarding the registration of such Parent Fund or its shares of beneficial interest, and any and all amendments thereto, including without limitation any reports, forms or other filings required by the Acts or any other applicable
federal securities laws, or rules, regulations or requirements of the SEC or guidance of the SEC staff; and (ii) to execute any and all federal, state or foreign regulatory or other required filings, including all applications with regulatory
authorities, charter or organizational documents and any amendments or supplements thereto, to be executed by, on behalf of, or for the benefit of, each Fund. The undersigned hereby grants to each
Attorney-in-Fact
full power and authority to do and perform each and every act and thing contemplated above, as fully and to all intents and purposes as the undersigned might or could do in person, and hereby
ratifies and confirms all that said
Attorneys-in-Fact,
individually or collectively, may lawfully do or cause to be done by virtue hereof.
[REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY]
This Power of Attorney shall not be revoked by any subsequent power of attorney I may execute
unless such subsequent power of attorney specifically refers to this Power of Attorney or specifically states that the instrument is intended to revoke all prior general powers of attorney or all prior powers of attorney (and unless otherwise
required by a provision of law that cannot be waived). This Power of Attorney shall terminate automatically with respect to a Fund if the undersigned ceases to hold the above-referenced office of the Fund.
Dated: May 11, 2016
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/s/ Amy K. Johnson
|
Amy K. Johnson
|
ASGM OFFSHORE FUND, LTD.
ASMF OFFSHORE FUND, LTD.
CAAF OFFSHORE FUND, LTD.
CAB OFFSHORE FUND, LTD.
CCSF OFFSHORE FUND, LTD.
CDARF1 OFFSHORE FUND, LTD.
CDARF2 OFFSHORE FUND, LTD.
CDARF3 OFFSHORE FUND, LTD.
CVPCSF OFFSHORE FUND, LTD.
CVPDAR1 OFFSHORE FUND, LTD.
CVPDAR2 OFFSHORE FUND, LTD.
CVPDAR3 OFFSHORE FUND, LTD.
VPMF OFFSHORE FUND, LTD.
(each a Fund)
POWER OF ATTORNEY
The
undersigned does hereby constitute and appoint Michael G. Clarke, Joseph L. DAlessandro, Paul B. Goucher, Ryan C. Larrenaga, Christopher O. Petersen, Scott R. Plummer and Megan E. Garcy, each individually, his true and lawful
attorney-in-fact
and agent (each an
Attorney-in-Fact)
with power of substitution or
resubstitution, in any and all capacities, including without limitation in the undersigneds capacity as a director of each Fund, in the furtherance of the business and affairs of each Fund: (i) to execute any and all instruments which
said
Attorney-in-Fact
may deem necessary or advisable or which may be required to comply with the Securities Act of 1933, the Investment Company Act of 1940, the
Securities Exchange Act of 1934 (together the Acts) and any other applicable federal securities laws, or rules, regulations or requirements of the U.S. Securities and Exchange Commission (SEC) or guidance of the SEC staff in
respect thereof, in connection with the filing and effectiveness of the Registration Statement on Form
N-1A
of any registered investment company that holds any interest in such Fund (each a Parent
Fund) regarding the registration of such Parent Fund or its shares of beneficial interest, and any and all amendments thereto, including without limitation any reports, forms or other filings required by the Acts or any other applicable
federal securities laws, or rules, regulations or requirements of the SEC or guidance of the SEC staff; and (ii) to execute any and all federal, state or foreign regulatory or other required filings, including all applications with regulatory
authorities, charter or organizational documents and any amendments or supplements thereto, to be executed by, on behalf of, or for the benefit of, each Fund. The undersigned hereby grants to each
Attorney-in-Fact
full power and authority to do and perform each and every act and thing contemplated above, as fully and to all intents and purposes as the undersigned might or could do in person, and hereby
ratifies and confirms all that said
Attorneys-in-Fact,
individually or collectively, may lawfully do or cause to be done by virtue hereof.
[REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY]
This Power of Attorney shall not be revoked by any subsequent power of attorney I may execute
unless such subsequent power of attorney specifically refers to this Power of Attorney or specifically states that the instrument is intended to revoke all prior general powers of attorney or all prior powers of attorney (and unless otherwise
required by a provision of law that cannot be waived). This Power of Attorney shall terminate automatically with respect to a Fund if the undersigned ceases to hold the above-referenced office of the Fund.
Dated: May 11, 2016
|
/s/ Anthony P. Haugen
|
Anthony P. Haugen
|