TABLE OF CONTENTS
PROXY VOTING INFORMATION
A description of the policies and
procedures that the Series uses to determine how to vote proxies related to portfolio securities is available: (1) without charge, upon request, by calling Shareholder Services toll-free at (800) 992-0180; (2) on the ING Funds website at
www.inginvestment.com; and (3) on the U.S. Securities and Exchange Commissions (SECs) website at www.sec.gov. Information regarding how the Series voted proxies related to portfolio securities during the most recent 12-month
period ended June 30 is available without charge on the ING Funds website at www.inginvestment.com and on the SECs website at www.sec.gov.
QUARTERLY PORTFOLIO HOLDINGS
The Series files its complete
schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Series Forms N-Q are available on the SECs website at www.sec.gov. The Series Forms N-Q may be reviewed and copied at
the SECs Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The Series Forms N-Q, as well as a complete portfolio of investments, are
available without charge upon request from the Series by calling Shareholder Services toll-free at (800) 992-0180.
PRESIDENTS LETTER
Taking the longer view
Dear Shareholder,
In my letters to you Ive long advocated
global diversification. As we look forward into 2014, its fair to ask whether this view should be tempered given the strong performance of U.S. assets last year. Its true that U.S. equities were the worlds performance leaders in
2013; certain U.S. debt assets, most notably high yield corporate bonds and senior secured loans, also performed very well. Such results make it tempting to narrow ones strategy to the top-performing markets or asset classes in effect,
only buying the assets that go up.
As the disclaimer says, however, past performance is no guarantee of future results. No one knows whether last
years patterns will persist in 2014, or whether a new center of market leadership will emerge. Investment opportunities arise from economic activity, a dynamic process with unforeseen twists and turns. For example, what might happen to the
U.S. economy now that the Federal Reserve has begun to trim its bond
purchases? Can the emerging markets overcome the challenge of a diminishing supply of U.S. liquidity? Will Europe continue on its path to recovery? Will Japans fiscal reforms lead to
stronger earnings growth for Japanese corporations? A lot of intellectual energy is expended framing and answering such questions; at best, we can only define a range of possible outcomes we cant know what will happen.
Therefore, I maintain that the best approach is a well-diversified one. Stick to your long-term discipline cast your net as far and wide as possible, and
dont risk your long-term goals against shorter-term trends. Review your portfolio with an eye toward adjustments that focus more on your goals and thoroughly discuss any contemplated changes with your financial advisor before taking action.
Earlier this year, ING U.S. announced plans to rebrand as Voya Financial at some point following its initial public offering, which occurred in May 2013. The
actual rebranding of the various businesses that comprise ING U.S. Retirement Solutions, Investment Management and Insurance Solutions will occur in stages, with ING U.S. Investment Management among the first to rebrand.
(1)
As of May 1, 2014, ING U.S. Investment Management will be known as Voya Investment Management. Though the rebranding will affect product and legal entity names, there will be no disruption in
service or product delivery to our clients. As always, we remain committed to delivering unmatched client service with a focus on sustainable long-term investment results, to help investors meet their long-term goals with confidence.
Best wishes for a healthy and prosperous New Year. We look forward to serving your investment needs in the future.
Sincerely,
Shaun Mathews
President and Chief
Executive Officer
ING Funds
January 9, 2014
The views expressed in the Presidents
Letter reflect those of the President as of the date of the letter. Any such views are subject to change at any time based upon market or other conditions and ING Funds disclaims any responsibility to update such views. These views may not be relied
on as investment advice and because investment decisions for an ING Fund are based on numerous factors, may not be relied on as an indication of investment intent on behalf of any ING Fund. Reference to specific company securities should not be
construed as recommendations or investment advice.
International investing poses special risks including currency fluctuation, economic and political risks
not found in investments that are solely domestic.
(1)
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Please see the Additional Information section regarding rebranding details on page 32.
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1
M
ARKET
P
ERSPECTIVE
:
Y
EAR
E
NDED
D
ECEMBER
31, 2013
By the middle of the fiscal year, global equities, in the form of the MSCI World Index
SM
measured in local currencies including net reinvested dividends (the Index) had already surged 11.70%. But there was plenty of skepticism. Stock markets were only rising, it was argued,
because of central banks ultra-loose monetary policy. This kept interest rates so low that many investors who would normally favor fixed income investments had turned to stocks. Others countered that interest rates might be low, but they would
stay that way into the medium term, supporting capital values in the face of little threat from inflation. Such arguments would be tested in the months through December. But in the end the Index returned 28.87% for the whole fiscal year. (The Index
returned 26.68% for the one year ended December 31, 2013, measured in U.S. dollars.)
In the U.S., investor sentiment was cushioned by the U.S. Federal
Reserve Board (Feds) $85 billion of monthly Treasury and mortgage-backed securities purchases. Another force affecting sentiment was the pace of economic recovery, which was unimpressive for most of the year. Gross Domestic Product
(GDP) in the first quarter of 2013 rose by just 1.8% (annualized) and in the second by only 2.5%. As late as October, the average number of new jobs being created was reported at fewer than 150,000 per month with the unemployment
rate at 7.2%. However a slow recovery was a double-edged sword for markets in risky assets: a faster pace would probably cause the tapering of bond purchases by the Fed.
During most of the summer then, the tapering issue dominated investor confidence. On May 22 and again on June 19, Fed Chairman Bernanke attempted to
prepare markets for the beginning of the end of quantitative easing. The reaction was soaring bond yields and by June 24 an 8% slump in the Index from its May 21 peak. This led nervous central bankers the world over, in the last days of
June, to give assurances that easy money was here for a long time. Soothed by these and later words of comfort in July, markets recovered, but were dampened again by the threat of military engagement in the Middle East.
Yet a change in the dynamics of investor sentiment seemed to be underway. Middle East tensions eased and attention turned to the September 18 meeting of the
Fed, which was widely expected to announce the imminent tapering of the Feds bond purchases. Surprisingly, on the day before Chairman Bernankes address, the Index had again reached a new high for the year. This would have been hard to
imagine even a few months earlier, but the significance was apparently lost in the shock of the Feds decision not to taper.
Increasingly it appeared
that markets were reconciled to tapering, no longer treating bad news on the economy, which might prolong the Feds bond purchases, as good news. And the real good news was starting to flow. By the end of the fiscal year
the unemployment rate had fallen to 7.0% with new jobs averaging nearly 200,000 per month. GDP growth in the third quarter was revised up to 4.1% (flattered somewhat by inventory accumulation). Consumer confidence was clearly improving.
When on December 18 the Fed did announce a tapering to $75 billion per month with more to come, markets quickly
took it in stride and the Index ended the year at a new
all-time
high.
In U.S. fixed income markets, the Barclays U.S.
Aggregate Bond Index (Barclays Aggregate) of investment grade bonds fell 2.02% in the fiscal year, only the third loss in 20 years as the anticipated end to quantitative easing undermined longer-dated issues. Sub-indices with the
shortest durations held on to tiny positive returns, but the Barclays Long Term U.S. Treasury sub-index dropped 12.66%. The Barclays U.S. Corporate Investment Grade Bond sub-index lost 1.53%. However the (separate) Barclays High Yield Bond 2%
Issuer Constrained Composite Index (not a part of the Barclays Aggregate) gained 7.44%.
U.S. equities, represented by the S&P 500
®
Index including dividends, soared 32.39%, to a record closing high. The consumer discretionary sector did best with a gain of 43.08%, followed by health care 41.46%. The worst performers were the
telecommunications sector 11.47% and utilities 13.21%. Operating earnings per share for S&P 500
®
companies set another record in the third quarter of 2013, with the share of profits in
national income historically high, supported by low interest rates and sluggish wage growth.
In currencies the dollar fell 4.00% against the euro during the
12 months and 1.82% against the pound on better economic news from Europe. But the dollar gained 21.39% on the yen in the face of the new Japanese governments aggressive monetary easing.
In international markets, the MSCI Japan
®
Index exploded 54.58% to the upside during the fiscal year.
Encouragingly GDP grew for three quarters in a row, albeit at declining rates. Consumer prices excluding fresh food and energy stopped falling year-over-year for the first time since 2008. The MSCI Europe ex UK
®
Index advanced 23.12%. The euro zone finally recorded quarterly GDP growth of 0.3% after six straight quarterly declines, but could only follow it up with a wafer-thin gain of 0.1%. The closely
watched composite purchasing managers index registered expansion from July after 17 months of contraction. But there was still much to do with unemployment at 12.1%, near an all-time high. The MSCI UK
®
Index added 18.43%, held back by heavily weighted laggards especially among banks and miners. GDP in the third quarter of 2013 grew an improved 0.8% and unemployment continued to fall. But
concerns remained about a housing bubble and consumer prices rising faster than wages.
All indices are unmanaged and investors cannot invest directly in an
index. Past performance does not guarantee future results. The performance quoted represents past performance. Investment return and principal value of an investment will fluctuate, and shares, when redeemed, may be worth more or less than their
original cost. The Series performance is subject to change since the periods end and may be lower or higher than the performance data shown. Please call (800) 992-0180 or log on to www.inginvestment.com to obtain performance data
current to the most recent month end.
Market Perspective reflects the views of INGs Chief Investment Risk Officer only through the end of the
period, and is subject to change based on market and other conditions.
2
B
ENCHMARK
D
ESCRIPTIONS
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Index
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Description
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Barclays High Yield Bond 2%
Issuer
Constrained Composite Index
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An unmanaged index that includes all fixed-income securities having a maximum quality rating of Ba1,
a minimum amount outstanding of $150 million, and at least one year to maturity.
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Barclays U.S. 1-5 Year Government
Bond Index
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An unmanaged index of securities issued by the U.S. Government with a maturity from 1 up to (but not
including) 5 years.
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Barclays U.S. Aggregate Bond Index
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An unmanaged index of publicly issued investment grade U.S. Government, mortgage-backed,
asset-backed and corporate debt securities.
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Barclays U.S. Corporate Investment Grade
Bond Index
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The corporate component of the Barclays U.S. Credit Index. The U.S. Credit Index includes
publicly-issued U.S. corporate and specified foreign debentures and secured notes that meet the specified maturity, liquidity, and quality requirements. The index includes both corporate and non-corporate sectors. The corporate sectors are
industrial, utility and finance, which includes both U.S. and non-U.S. corporations.
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Barclays Long Term U.S. Treasury Index
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The Index includes all publicly issued, U.S. Treasury securities that have a remaining maturity of
10 or more years, are rated investment grade, and have $250 million or more of outstanding face value.
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MSCI Europe ex UK
®
Index
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A free float-adjusted market capitalization index that is designed to measure developed market
equity performance in Europe, excluding the UK.
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MSCI Japan
®
Index
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A free float-adjusted market capitalization index that is designed to measure developed market
equity performance in Japan.
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MSCI UK
®
Index
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A free float-adjusted market capitalization index that is designed to measure developed market
equity performance in the UK.
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MSCI World Index
SM
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An unmanaged index that measures the performance of over 1,400 securities listed on exchanges in the
U.S., Europe, Canada, Australia, New Zealand and the Far East.
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S&P 500
®
Index
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An unmanaged index that measures the performance of securities of approximately 500
large-capitalization companies whose securities are traded on major U.S. stock markets.
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3
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ING GET U.S. C
ORE
P
ORTFOLIO
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P
ORTFOLIO
M
ANAGERS
R
EPORT
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During the Guarantee Period, the ING GET U.S. Core Portfolio Series 14* (the Series) seeks to
achieve maximum total return and minimal exposure of the Series assets to a market value loss by participating, to the extent appropriate, in favorable U.S. equity market performance during the Guarantee Period. The Series is managed by the
following Portfolio Management Team with ING Investment Management Co., LLC the Sub-Adviser.
Asset Allocation:
Paul Zemsky, CFA, Portfolio
Manager, is responsible for overseeing the overall strategy of the Series and the allocation of assets between the Equity and Fixed Components.
Equity
Component:
Vincent Costa, Portfolio Manager the Equity Component.
Fixed Component:
Michael Hyman and Christine Hurtsellers, Portfolio
Managers the Fixed Component.
Note:
The Series are closed to new investments.
Performance:
For the one-year period ended December 31, 2013, the ING GET U.S. Core Portfolio Series 14 provided a total
return of -0.33%; all compared to the S&P 500
®
Index, which returned 32.39% for the same period, and the Barclays U.S. 1-5 Year Government Bond Index, which returned -0.12%.
Portfolio Specifics:
The Series invests in a mix of U.S. Treasury and U.S. agency separate trading of registered interest and principal securities
(STRIPs) with very short-terms to maturity. The very low level of short-term interest rates on high quality bonds was a headwind for performance over the course of the year. The U.S. Federal Reserve Boards (the Fed)
much anticipated decision on when and whether to taper its asset purchasing program was certainly the focus of the latter part of the year. In response to strong jobs and manufacturing data posted just days before, the Fed announced in December that
it would begin to taper its large-scale asset purchase program by $10 billion a month, beginning in January 2014.
*
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The ING GET U.S. Core Portfolio Series 14s maturity date is June 19, 2014.
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Markets in general, when the time left to maturity is short, or the ratio of assets to the guarantee amount is low,
asset allocation will tend to be conservative in order to protect principal from losses in our view. The use of only fixed-income assets precludes the Series from participating in rising equity markets.
Current Strategy and Outlook:
We believe economic growth in the United States may exceed its long-term trend, but the growth rate is slower than has
been in the past. In our opinion, the Feds commitment to forward guidance on zero interest rates will keep policy accommodative despite reducing asset purchases. We believe price swings resulting from the Feds imperfect communication may
distort valuations and create investment opportunities.
We believe signs of inflation pressure have not arisen and above-target core inflation is highly
unlikely in 2014. In our opinion, however, higher inflation expectations are likely to precede Fed rate hikes, especially if potential growth is higher than expectations. We believe extremely accommodative monetary policy has contributed to
financial repression by depressing the real yields of bonds. Continuation of this trend, alongside a reduction of tail risks, has moved many valuations from cheap to fair in our view. We believe valuations are likely to become significantly richer
before the turn of the cycle and yield will provide a balance to slightly higher rates. Security selection remains an important driver of performance given the valuations of financial assets.
Asset Allocation
as of
December 31, 2013
(as a percentage of net assets)
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Fixed
Income
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Equities
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Other Assets
and Liabilities
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Series 14
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100.00
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%
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0.00
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%
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0.00%
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Portfolio holdings and characteristics are subject to change and may not be representative of current holdings and
characteristics. The outlook for this Fund is based only on the outlook of its portfolio managers through the end of this period, and may differ from that presented for other ING Funds. Performance for the different classes of shares will vary based
on differences in fees associated with each class.
4
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ING GET U.S. C
ORE
P
ORTFOLIO
S
ERIES
14
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P
ORTFOLIO
M
ANAGERS
R
EPORT
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Average Annual Total Returns for the Periods Ended
December 31, 2013
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1 Year
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5 Year
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Since Inception
of Guarantee Period
June 21,
2007
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ING GET U.S. Core Portfolio Series 14
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-0.33
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%
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0.89
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%
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2.06
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%
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S&P 500
®
Index
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32.39
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%
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17.94
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%
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5.30
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%
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Barclays U.S. 1-5 Year Government Bond Index
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-0.12
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%
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1.71
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%
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3.51
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%
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Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING GET U.S. Core
Portfolio Series 14 against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in an index. The Series performance is
shown without the imposition of any expenses or charges which are, or may be, imposed under your annuity contract. Total returns would have been lower if such expenses or charges were included.
The performance graph and table do not reflect the deduction of taxes that a shareholder will pay on Series distributions or the redemption of Series shares.
The performance shown may include the effect of fee waivers and/or expense reimbursements by the Investment Adviser and/or other service providers, which have the
effect of increasing total return. Had all fees and expenses been considered, the total returns would have been lower.
The performance update illustrates performance for a variable investment option available through a variable
contract. The performance shown indicates past performance and is not a projection or prediction of future results. Actual investment returns and principal value will fluctuate so that shares and/or units, at redemption, may be worth more or less
than their original cost. Please call
(800) 992-0180
to get performance through the most recent month end.
This report contains statements that may be forward-looking statements. Actual results may differ materially from those projected in the
forward-looking statements.
The views expressed in this report reflect those of the Portfolio Managers, only through the end of the
period as stated on the cover. The Portfolio Managers views are subject to change at any time based on market and other conditions.
Portfolio
holdings are subject to change daily.
5
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ING GET U.S. C
ORE
P
ORTFOLIO
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I
NVESTMENT
S
TRATEGY
AND
P
RINCIPAL
R
ISKS
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What is the Investment Strategy During the Guarantee Period?
ING GET U.S. Core Portfolio Series 14 (Series) invest at least 80% of its net assets in equities and fixed-income securities issued by U.S.
companies or the U.S. government or its agencies. The Series does not implement an investment strategy in a conventional sense. Rather, the Series asset allocation strategy seeks to optimize the exposure of the Series to the equity
component (Equity Component) while protecting Series assets. Assets allocated to the Equity Component may be reduced or eliminated in order to conserve assets at a level equal to or above the present value of the guarantee
(Guarantee). The Series allocates its assets among the following asset classes:
During the Guarantee Period, the Series assets are
allocated between the:
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Equity Component, consisting of common stocks included in the S&P 500
®
Index, futures contracts on the S&P
500
®
Index, and when the Equity Components market value is $5 million or less, investments in exchange traded funds (ETFs) that can reasonably be expected to have at least a
95% correlation ratio with the S&P 500
®
Index, in S&P 500
®
Index futures, or in a combination of S&P 500
®
Index futures and ETFs, subject to any limitation on the Series investments in such securities; and the
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Fixed component (Fixed Component) consisting primarily of short- to intermediate-duration U.S. government securities.
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The Series asset allocation strategy is implemented by allocating assets appropriately to the Equity Component and to the Fixed Component to optimize
exposure to the Equity Component while controlling the risk that an insurance company may be required to make payment under the Guarantee. Consequently, there can be no assurance as to the percentage of assets, if any, allocated to the Equity
Component, even when the equity market is doing well, or to any investment returns generated by the Series.
How does the Series Asset Allocation
work?
ING Investment Management Co. LLC (IIM or Sub-Adviser), the Sub-Adviser to the Series, uses a proprietary computer model to
determine on a daily basis the percentage of assets allocated to the Equity Component and to the Fixed Component. The model evaluates a number of factors, including the then current market value of the Series, the then prevailing level of interest
rates, equity market volatility, the Series total annual expenses, insurance company separate account expenses, and the maturity date (Maturity Date). The model determines the initial allocation between the Equity Component and the
Fixed Component on the first day of the Guarantee Period and provides direction for any reallocations on a daily basis thereafter. Generally, as the value of the Equity Component rises, more assets are allocated to the Equity Component; as the value
of the Equity Component declines, more assets are allocated to the Fixed Component. The amount directed to the Equity Component is always restricted so that even if it were to experience a material decline in value on a given day and
before being redirected to the Fixed Component, the remaining assets would still be sufficient to meet the Guarantee. At the commencement of the Guarantee Period, the Series defined a material decline in value as a decline in the value
of the Equity Component of at least 20% but no more than 30%. If the Series defined the material decline at 20%, fewer assets will likely be allocated to the Equity Component than if the material decline was defined at 30%.
The allocation to the Equity Component or the Fixed Component may be zero under certain circumstances. Currently, 100% of the Series assets are allocated to the Fixed Component. It is not expected that any portion of the Series assets
will be allocated to the Equity Component at any time before the Maturity Date.
Equity Component:
IIM manages the Equity Component by
overweighting those stocks in the S&P 500
®
Index that it believes will outperform the S&P 500
®
Index and underweighting (or
avoiding altogether) those stocks it believes will underperform the S&P 500
®
Index (Enhanced Index Strategy). Stocks IIM believes are likely to match the performance of the
S&P 500
®
Index are invested in proportion to their representation in the S&P 500
®
Index. To determine which stocks to weight
more or less heavily, IIM uses internally developed quantitative computer models to evaluate various criteria, such as the financial strength of each company and its potential for strong, sustained earnings growth. IIM expects that there will be a
close correlation between the performance of the Equity Component and that of the S&P 500
®
Index in both rising and falling markets.
Under normal market conditions, up to 20% of the Equity Components net assets may be invested in futures contracts for hedging purposes or to maintain
liquidity to meet shareholder redemptions and minimize trading costs.
6
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I
NVESTMENT
S
TRATEGY
AND
P
RINCIPAL
R
ISKS
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ING GET U.S. C
ORE
P
ORTFOLIO
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Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a financial instrument or a specific stock market index for a specified price on
a designated date. During the Guarantee Period, the Series may only invest in futures contracts on the S&P 500
®
Index and futures contracts on U.S. Treasury securities.
If the Equity Components market value is $5 million or less, in order to replicate an investment in stocks listed in the S&P 500
®
Index, IIM may invest the entire amount of the Equity Components assets in S&P 500
®
Index futures, in ETFs, or in a combination
of S&P 500
®
Index futures and ETFs, subject to any limitation on the Series investment in such securities (subject to the rules, regulations and exemptive orders imposed by the
Investment Company Act of 1940, as amended 1940 Act). ETFs are passively managed investment companies traded on a securities exchange whose goal is to track or replicate a desired index. IIM will not employ an Enhanced Index Strategy
when it invests in S&P 500
®
Index futures and ETFs.
Fixed Component:
IIM seeks to
select investments for the Fixed Component with financial characteristics that will, at any point in time, closely resemble those of a portfolio of zero coupon bonds which mature within three months of the Maturity Date. Generally, at least 55% of
the Fixed Component will consist of securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, including Separate Trading of Registered Interest and Principal of Securities (STRIPS). Although the Series
invests in securities insured or guaranteed by the U.S. government, the Series shares are not themselves issued or guaranteed by the U.S. government. STRIPS are created by the Federal Reserve Bank by separating the interest and principal components
of an outstanding U.S. Treasury or agency bond and selling them as individual securities. The Fixed Component may also consist of mortgage-backed securities (including commercial mortgage-backed securities) which are rated AAA or Aaa at the time of
purchase by Standard & Poors (S&P
®
) or Moodys Investors Service, Inc. (Moodys
®
),
respectively, and corporate obligations which are rated at the time of purchase A- or higher by S&P
®
and/or Aa3 or higher by
Moodys
®
. The Fixed Component may also include U.S. Treasury futures and money market instruments. The Series may also invest in other investment companies to the extent permitted under
the 1940 Act.
What are the Principal Guarantee Period Risks?
Asset Allocation:
If, at the inception of, or any time during, the Guarantee Period interest rates are low, the Series assets may be largely
invested in the Fixed Component in order to decrease the likelihood that an insurance company would be required to make any payment under the Guarantee. The effect of low interest rates on the Series would likely be more pronounced at the inception
of the Guarantee Period, as the initial allocation of assets would include more fixed-income securities. In addition, if during the Guarantee Period the equity markets experienced a material decline, the Series assets may become largely
invested in the Fixed Component. In fact, because the value of the Equity Component declined by a significant amount earlier in the Guarantee Period, a complete reallocation to the Fixed Component has occurred. Currently, 100% of the assets are
allocated to the Fixed Component and the Series will not reallocate any assets into the Equity Component prior to the Maturity Date. Use of the Fixed Component reduces the Series ability to participate as fully in upward equity market
movements, and therefore represents some loss of opportunity, or opportunity cost, compared to a portfolio that is fully invested in equities.
Active
Asset Allocation May Underperform Static Strategies:
An active asset allocation strategy may underperform a more static strategy due to the impact of transaction costs. The asset allocation process results in transaction costs from the
purchase and sale of securities. Volatile periods in the market may increase these costs. High transaction costs may have an adverse effect on the performance of the Series.
Opportunity Costs:
There are substantial opportunity costs associated with an investment in the Series. The Series may allocate a substantial
portion, and under certain circumstances all, of the Series assets to the Fixed Component in order to conserve Series assets to a level equal to or above the present value of the Guarantee. Initially, if interest rates are low, the allocation
to the Fixed Component may be over 70% of the Series assets. If the market value of the Equity Component rises, the percentage of the Series assets allocated to the Equity Component generally will also rise. However, the relative
volatility of these two Components as well as the past performance of the Series will affect these allocations. For example, if the Series incurs early losses, the Series may allocate 100% of the Series assets to the Fixed Component for the
entire Guarantee Period, irrespective of the subsequent upward movements in the equity markets and/or the Equity Component.
7
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ING GET U.S. C
ORE
P
ORTFOLIO
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I
NVESTMENT
S
TRATEGY
AND
P
RINCIPAL
R
ISKS
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The extent to which the Series participates in upward movements in the Equity Component
during the Guarantee Period will depend on the performance of the Series, the performance and volatility of the Fixed and Equity Components, interest rates, expenses of the Series and the separate account under the variable annuity contract, and
other factors. The Series might capture a material portion, very little or none of any Equity Component increase.
It is possible that on the Maturity Date, a
contract holder or participant could receive only the guaranteed amount even though the equity markets, as well as the Equity Component, has had significant positive performance during the Guarantee Period.
The opportunity cost of not allocating assets to the Equity Component will be particularly high if early in the Guarantee Period: (a) the Series net
asset value (NAV) decreases, or (b) the value of the Equity Component declines. In either case, all or substantially all of the Series assets could be allocated to the Fixed Component for the remainder of the Guarantee Period.
Company:
The price of a given companys stock could decline or underperform for many reasons including, among others, poor management,
financial problems, or business challenges. If a company declares bankruptcy or becomes insolvent, its stock could become worthless.
Credit:
Prices of bonds and other debt securities can fall if the issuers actual or perceived financial health deteriorates, whether because of broad economic or issuer-specific reasons. In severe cases, the issuer could be late in paying interest or
principal, or could fail to pay altogether.
Interest Rate:
With bonds and other fixed rate debt securities, a rise in interest rates generally
causes values to fall; conversely, values generally rise as interest rates fall. The higher the credit quality of the security, and the longer its maturity or duration, the more sensitive it is likely to be to interest rate risk.
Investment Model:
The Sub-Advisers proprietary model may not adequately allow for existing or unforeseen market factors or the interplay
between such factors. The proprietary models used by a Sub-Adviser to evaluate securities or securities markets are based on the Sub-Advisers understanding of the interplay of market factors and do not assure successful investment. The
markets, or the price of individual securities, may be affected by factors not foreseen in developing the models.
Liquidity:
If a security is
illiquid, the adviser or Sub-Adviser might be unable to sell the security at a time when the Sub-Adviser might wish to sell, and the security could have the effect of decreasing the overall level of the Series liquidity. Further, the lack of
an established secondary market may make it more difficult to value illiquid securities, which could vary from the amount the Series could realize upon disposition. The Series may make investments that become less liquid in response to market
developments or adverse investor perception. The Series could lose money if it cannot sell a security at the time and price that would be most beneficial to the Series.
Other Investment Companies:
The main risk of investing in other investment companies, including exchange-traded funds, is the risk that the value of
the securities underlying an investment company might decrease. Because the Series may invest in other investment companies, you will pay a proportionate share of the expenses of that other investment company (including management fees,
administration fees and custodial fees) in addition to the expenses of the Series. Other investment companies include ETFs and Holding Company Depositary Receipts (HOLDRs), among others. ETFs are exchange-traded investment companies that
are, in many cases, designed to provide investment results corresponding to an equity index. The main risk of investing in other investment companies is that the value of the underlying securities held by the investment company might decrease. The
value of the underlying securities can fluctuate in response to activities of individual companies or in response to general market and/or economic conditions. Additional risks of investments in ETFs include: (i) the market price of an
ETFs shares may trade at a discount to its net asset value; (ii) an active trading market for an ETFs shares may not develop or be maintained; or (iii) trading may be halted if the listing exchanges officials deem such
action appropriate, the shares are delisted from the exchange, or the activation of market-wide circuit breakers (which are tied to large decreases in stock prices) halts trading generally. Because HOLDRs concentrate in the stock of a
particular industry, trends in that industry may have a dramatic impact on their value.
U.S. Government Securities and Obligations:
U.S.
government securities are obligations of, or guaranteed by, the U.S. government, its agencies or government-sponsored enterprises. U.S. government securities are subject to market and interest rate risk, and may be subject to varying degrees of
credit risk. Some U.S. government securities are
8
|
|
|
I
NVESTMENT
S
TRATEGY
AND
P
RINCIPAL
R
ISKS
|
|
ING GET U.S. C
ORE
P
ORTFOLIO
|
backed by the full faith and credit of the U.S. government and are guaranteed as to both principal and interest by the U.S. Treasury. These include direct obligations of the U.S. Treasury such as
U.S. Treasury notes, bills and bonds, as well as indirect obligations including certain securities of the Government National Mortgage Association, the Small Business Administration and the Farmers Home Administration, among others. Other U.S.
government securities are not direct obligations of the U.S. Treasury, but rather are backed by the ability to borrow directly from the U.S. Treasury, including certain securities of the Federal Financing Bank, the Federal Home Loan Bank and the
U.S. Postal Service. Still other agencies and instrumentalities are supported solely by the credit of the agency or instrumentality itself and are neither guaranteed nor insured by the U.S. government. These include securities issued by the Federal
Home Loan Bank and the Federal Farm Credit Bank, among others. Consequently, the investor must look principally to the agency issuing or guaranteeing the obligation for ultimate repayment. No assurance can be given that the U.S. government would
provide financial support to such agencies if it is not obligated to do so by law. U.S. government securities may be subject to varying degrees of credit risk and all U.S. government securities may be subject to price declines due to changing
interest rates. Securities directly supported by the full faith and credit of the U.S. government have less credit risk. The discussion below includes risks that are not described in the Series summary but which, nevertheless, are a risk to
the Series.
Counterparty:
The entity with whom the Series conducts Series-related business (such as trading or securities lending), or that
underwrites, distributes or guarantees investments or agreements that the Series owns or is otherwise exposed to, may refuse or may become unable to honor its obligations under the terms of a transaction or agreement. As a result, the Series may
sustain losses and be less likely to achieve its investment objective. These risks may be greater when engaging in over-the-counter transactions.
Futures Contracts:
The Series may invest in futures contracts, which provide for the future sale by one party and purchase by another party of a
specified amount of a financial instrument or a specific stock market index for a specified price on a designated date. The Series uses futures for hedging purposes or to temporarily increase or limit exposure to a particular asset class. The main
risk with futures contracts is that they can amplify a gain or loss, potentially earning or losing substantially more money than the actual investment made in the futures contract.
Risks of Using Derivatives:
Certain securities in which the Series may invest, including futures contracts, are derivative instruments. In general
terms, a derivative instrument is a financial contract whose value is derived, at least in part, from the performance of an underlying asset, interest rate, or index. If the issuer of a derivative does not pay the amount owed on the contract when
due, the Series can lose money on the investment. The underlying investment on which the derivative is based, and the derivative itself, might not perform in the manner the Sub-Adviser expected, which could cause the Series share price to
decline. Markets underlying securities may move in a direction not anticipated by the Sub-Adviser, which may result in the Series realizing a lower return than expected on an investment. Some derivatives are also subject to the risk that
counterparties will not perform their duties.
9
SHAREHOLDER EXPENSE EXAMPLE (
U
NAUDITED
)
As a shareholder of the Series, you incur two types of costs: (1) transaction costs, including redemption fees and exchange fees (if applicable); and
(2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Series expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Series and to compare these
costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and
held for the entire period from July 1, 2013 to December 31, 2013, unless otherwise indicated. The Series expenses are shown without the imposition of any charges which are, or may be, imposed under your variable annuity contract,
variable life insurance policy, qualified pension or retirement plan. Expenses would have been higher if such charges were included.
Actual Expenses
The left section of the table shown below, Actual Series Return, provides information about actual account values and actual expenses. You
may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then
multiply the result by the number in the first section under the heading entitled Expenses Paid During the Period to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The right section
of the table shown below, Hypothetical (5% return before expenses), provides information about hypothetical account values and hypothetical expenses based on the Series actual expense ratio and an assumed rate of return of
5% per year before expenses, which is not the Series actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this
information to compare the ongoing costs of investing in the Series and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other mutual funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption
fees or exchange fees. Therefore, the hypothetical lines of the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different mutual funds. In addition, if these transactional costs
were included, your costs would have been higher.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual Series Return
|
|
|
Hypothetical (5% return before expenses)
|
|
|
|
Beginning
Account
Value
July 01, 2013
|
|
|
Ending
Account Value
December 31, 2013
|
|
|
Annualized
Expense
Ratio
|
|
|
Expenses Paid
During the
Year Ended
December 31, 2013*
|
|
|
Beginning
Account
Value
July 01, 2013
|
|
|
Ending
Account Value
December 31, 2013
|
|
|
Annualized
Expense
Ratio
|
|
|
Expenses Paid
During the
Year Ended
December 31, 2013*
|
|
Series 14
|
|
$
|
1,000.00
|
|
|
$
|
999.00
|
|
|
|
0.90
|
%
|
|
$
|
4.53
|
|
|
$
|
1,000.00
|
|
|
$
|
1,020.67
|
|
|
|
0.90
|
%
|
|
$
|
4.58
|
|
*
|
|
Expenses are equal to the Series respective annualized expense ratios multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.
|
10
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Shareholders and Board of Trustees
ING Variable Insurance Trust
We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of ING GET U.S. Core Portfolio Series
14, a series of ING Variable Insurance Trust, as of December 31, 2013, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the years in the two-year period then ended, and the
financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of management. Our responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2013, by correspondence with the custodian and transfer agent. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of ING GET
U.S. Core Portfolio Series 14 as of December 31, 2013, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for
each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Boston, Massachusetts
February 18, 2014
11
STATEMENT OF ASSETS AND LIABILITIES
AS
OF
D
ECEMBER
31, 2013
|
|
|
|
|
ASSETS:
|
|
|
|
|
Investments in securities at fair value*
|
|
$
|
26,206,726
|
|
Short-term investments at fair value**
|
|
|
1,477,782
|
|
|
|
|
|
|
Total investments at fair value
|
|
$
|
27,684,508
|
|
|
|
|
|
|
Cash
|
|
|
82
|
|
Receivables:
|
|
|
|
|
Interest
|
|
|
5,654
|
|
Prepaid expenses
|
|
|
107
|
|
Reimbursement due from manager
|
|
|
4,075
|
|
|
|
|
|
|
Total assets
|
|
|
27,694,426
|
|
|
|
|
|
|
LIABILITIES:
|
|
|
|
|
Payable for fund shares redeemed
|
|
|
1,358
|
|
Payable for investment management fees
|
|
|
14,180
|
|
Payable for administrative fees
|
|
|
1,300
|
|
Payable for distribution and shareholder service fees
|
|
|
5,908
|
|
Payable for trustee fees
|
|
|
155
|
|
Other accrued expenses and liabilities
|
|
|
12,185
|
|
|
|
|
|
|
Total liabilities
|
|
|
35,086
|
|
|
|
|
|
|
NET ASSETS
|
|
$
|
27,659,340
|
|
|
|
|
|
|
NET ASSETS WERE COMPRISED OF:
|
|
|
|
|
Paid-in capital
|
|
$
|
29,401,549
|
|
Undistributed net investment income
|
|
|
606,430
|
|
Accumulated net realized loss
|
|
|
(2,688,047
|
)
|
Net unrealized appreciation
|
|
|
339,408
|
|
|
|
|
|
|
NET ASSETS
|
|
$
|
27,659,340
|
|
|
|
|
|
|
|
|
|
|
|
* Cost of investments in securities
|
|
$
|
25,867,494
|
|
** Cost of short-term investments
|
|
$
|
1,477,606
|
|
|
|
|
|
|
Net assets
|
|
$
|
27,659,340
|
|
Shares authorized
|
|
|
unlimited
|
|
Par value
|
|
$
|
0.001
|
|
Shares outstanding
|
|
|
2,883,469
|
|
Net asset value and redemption price per share
|
|
$
|
9.59
|
|
See Accompanying Notes to Financial
Statements
12
STATEMENT OF OPERATIONS
FOR
THE
Y
EAR
E
NDED
D
ECEMBER
31, 2013
|
|
|
|
|
INVESTMENT INCOME:
|
|
|
|
|
Interest
|
|
$
|
885,835
|
|
|
|
|
|
|
Total investment income
|
|
|
885,835
|
|
|
|
|
|
|
EXPENSES:
|
|
|
|
|
Investment management fees
|
|
|
185,394
|
|
Distribution and shareholder service fees
|
|
|
77,247
|
|
Transfer agent fees
|
|
|
69
|
|
Administrative service fees
|
|
|
16,994
|
|
Shareholder reporting expense
|
|
|
7,600
|
|
Registration fees
|
|
|
483
|
|
Professional fees
|
|
|
30,923
|
|
Custody and accounting expense
|
|
|
3,659
|
|
Trustee fees
|
|
|
927
|
|
Miscellaneous expense
|
|
|
2,873
|
|
Interest expense
|
|
|
42
|
|
|
|
|
|
|
Total expenses
|
|
|
326,211
|
|
Net waived and reimbursed fees
|
|
|
(47,763
|
)
|
|
|
|
|
|
Net expenses
|
|
|
278,448
|
|
|
|
|
|
|
Net investment income
|
|
|
607,387
|
|
|
|
|
|
|
REALIZED AND UNREALIZED GAIN (LOSS):
|
|
|
|
|
Net realized gain (loss) on:
|
|
|
|
|
Investments
|
|
|
291,962
|
|
|
|
|
|
|
Net realized gain
|
|
|
291,962
|
|
|
|
|
|
|
Net change in unrealized appreciation (depreciation) on:
|
|
|
|
|
Investments
|
|
|
(985,323
|
)
|
|
|
|
|
|
Net change in unrealized appreciation (depreciation)
|
|
|
(985,323
|
)
|
|
|
|
|
|
Net realized and unrealized loss
|
|
|
(693,361
|
)
|
|
|
|
|
|
Decrease in net assets resulting from operations
|
|
$
|
(85,974
|
)
|
|
|
|
|
|
See Accompanying Notes to Financial
Statements
13
STATEMENTS OF CHANGES IN NET ASSETS
|
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31,
2013
|
|
|
Year Ended
December 31,
2012
|
|
FROM OPERATIONS:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
607,387
|
|
|
$
|
913,322
|
|
Net realized gain
|
|
|
291,962
|
|
|
|
476,151
|
|
Net change in unrealized (depreciation)
|
|
|
(985,323
|
)
|
|
|
(1,465,515
|
)
|
|
|
|
|
|
|
|
|
|
Decrease in net assets resulting from operations
|
|
|
(85,974
|
)
|
|
|
(76,042
|
)
|
|
|
|
|
|
|
|
|
|
FROM DISTRIBUTIONS TO SHAREHOLDERS:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(913,651
|
)
|
|
|
(1,102,718
|
)
|
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(913,651
|
)
|
|
|
(1,102,718
|
)
|
|
|
|
|
|
|
|
|
|
FROM CAPITAL SHARE TRANSACTIONS:
|
|
|
|
|
|
|
|
|
Reinvestment of distributions
|
|
|
913,651
|
|
|
|
1,102,718
|
|
|
|
|
|
|
|
|
|
|
|
|
|
913,651
|
|
|
|
1,102,718
|
|
Cost of shares redeemed
|
|
|
(6,738,815
|
)
|
|
|
(9,457,742
|
)
|
|
|
|
|
|
|
|
|
|
Net decrease in net assets resulting from capital share transactions
|
|
|
(5,825,164
|
)
|
|
|
(8,355,024
|
)
|
|
|
|
|
|
|
|
|
|
Net decrease in net assets
|
|
|
(6,824,789
|
)
|
|
|
(9,533,784
|
)
|
|
|
|
|
|
|
|
|
|
NET ASSETS:
|
|
|
|
|
|
|
|
|
Beginning of year or period
|
|
|
34,484,129
|
|
|
|
44,017,913
|
|
|
|
|
|
|
|
|
|
|
End of year or period
|
|
$
|
27,659,340
|
|
|
$
|
34,484,129
|
|
|
|
|
|
|
|
|
|
|
Undistributed net investment income at end of year or period
|
|
$
|
606,430
|
|
|
$
|
912,250
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Financial
Statements
14
F
INANCIAL
H
IGHLIGHTS
Selected data for a share of beneficial interest outstanding throughout each year or
period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss)
from
investment
operations
|
|
|
|
|
|
Less distributions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios to average net assets
|
|
|
Supplemental
data
|
|
|
|
Net asset value, beginning of year
or period
|
|
|
Net investment income (loss)
|
|
|
Net realized and unrealized gain
(loss)
|
|
|
Total from investment operations
|
|
|
From net investment income
|
|
|
From net realized gains
|
|
|
From return of capital
|
|
|
Total distributions
|
|
|
Payment by affiliate
|
|
|
Net asset value,
end of year or period
|
|
|
Total Return
(1)
|
|
|
Expenses before reductions/
additions
(2)(3)
|
|
|
Expenses net of fee waivers and/
or recoupments if any
(2)(3)
(4)
|
|
|
Expense net of all reductions/
additions
(2)(3)
(4)
|
|
|
Net investment income (loss)
(2)(3)
|
|
|
Net assets, end of year or period
|
|
|
Portfolio turnover rate
|
|
Year or period ended
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
(%)
|
|
|
(%)
|
|
|
(%)
|
|
|
(%)
|
|
|
(%)
|
|
|
($000s)
|
|
|
(%)
|
|
12-31-13
|
|
|
9.91
|
|
|
|
0.19
|
|
|
|
(0.80
|
)
|
|
|
(0.61
|
)
|
|
|
0.29
|
|
|
|
|
|
|
|
|
|
|
|
0.29
|
|
|
|
|
|
|
|
9.59
|
|
|
|
(0.33
|
)
|
|
|
1.06
|
|
|
|
0.90
|
|
|
|
0.90
|
|
|
|
1.97
|
|
|
|
27,659
|
|
|
|
12
|
|
12-31-12
|
|
|
10.21
|
|
|
|
0.23
|
|
|
|
(0.25
|
)
|
|
|
(0.02
|
)
|
|
|
0.28
|
|
|
|
|
|
|
|
|
|
|
|
0.28
|
|
|
|
|
|
|
|
9.91
|
|
|
|
(0.18
|
)
|
|
|
1.09
|
|
|
|
1.00
|
|
|
|
1.00
|
|
|
|
2.32
|
|
|
|
34,484
|
|
|
|
|
|
12-31-11
|
|
|
10.20
|
|
|
|
0.23
|
|
|
|
0.09
|
|
|
|
0.32
|
|
|
|
0.31
|
|
|
|
|
|
|
|
|
|
|
|
0.31
|
|
|
|
|
|
|
|
10.21
|
|
|
|
3.21
|
|
|
|
1.06
|
|
|
|
1.00
|
|
|
|
1.00
|
|
|
|
2.25
|
|
|
|
44,018
|
|
|
|
|
|
12-31-10
|
|
|
9.93
|
|
|
|
0.25
|
|
|
|
0.42
|
|
|
|
0.67
|
|
|
|
0.40
|
|
|
|
|
|
|
|
|
|
|
|
0.40
|
|
|
|
|
|
|
|
10.20
|
|
|
|
6.88
|
|
|
|
1.03
|
|
|
|
1.00
|
|
|
|
1.00
|
|
|
|
2.48
|
|
|
|
54,548
|
|
|
|
|
|
12-31-09
|
|
|
10.46
|
|
|
|
0.29
|
|
|
|
(0.39
|
)
|
|
|
(0.10
|
)
|
|
|
0.43
|
|
|
|
|
|
|
|
|
|
|
|
0.43
|
|
|
|
|
|
|
|
9.93
|
|
|
|
(0.83
|
)
|
|
|
1.03
|
|
|
|
1.00
|
|
|
|
1.00
|
|
|
|
2.85
|
|
|
|
66,874
|
|
|
|
12
|
|
(1)
|
Total return is calculated assuming reinvestment of all dividends, capital gain distributions and return of capital distributions, if any, at net asset value and does not reflect the effect of insurance contract
charges. Total return for periods less than one year is not annualized.
|
(2)
|
Annualized for periods less than one year.
|
(3)
|
Expense ratios reflect operating expenses of a Portfolio. Expenses before reductions/additions do not reflect amounts reimbursed by an Investment Adviser and/or Distributor or reductions from brokerage service
arrangements or other expense offset arrangements and do not represent the amount paid by a Portfolio during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by an Investment Adviser
and/or Distributor but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions/additions represent the net expenses paid by a Portfolio. Net investment income (loss) is net of all
such additions or reductions.
|
(4)
|
Expense ratios do not include fees and expenses charged under the variable annuity contract or variable life insurance policy.
|
·
|
Calculated using average number of shares outstanding throughout the period.
|
See Accompanying Notes to Financial Statements
15
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31, 2013
NOTE 1 ORGANIZATION
ING Variable Insurance Trust (the Trust) was organized as a Delaware statutory trust on July 15, 1999 and is registered under the Investment
Company Act of 1940, as amended (1940 Act or Act) as a diversified open-end management investment company. The Trust consists of one investment series which is included in this report: ING GET U.S. Core Portfolio Series 14
(Series 14 or Series), a diversified series of the Trust.
During the Guarantee Period, the Series seeks to achieve maximum total
return and minimal exposure of the Series assets to a market value loss by participating, to the extent appropriate, in favorable equity market performance.
If during the Guarantee Period the equity markets experience a major decline, the Series assets may become largely or entirely invested in the Fixed
Component. Use of the Fixed Component reduces the Series ability to participate as fully in upward equity market movements, and therefore represents some loss of opportunity, or opportunity cost, compared to a portfolio that is more heavily
invested in equities. The insurance companies offering the Series currently are ING Life Insurance & Annuity Company (ILIAC) and ING USA Annuity and Life Insurance Company (ING USA). The insurance companies offering
the Series guarantee Contract holders and Participants that on the Maturity Date they will receive no less than the value of their separate account investment directed to the Series as of the last day of the Offering Period, adjusted for certain
charges. The value of dividends and distributions made by the Series throughout the Guarantee Period is included in determining whether, for purposes of the Guarantee, the value of a shareholders investment on the Maturity Date is no less than
the value of their investment as of the last day of the Offering Period. Amounts withdrawn prior to the Maturity Date do not get the benefit of the Guarantee. The following information is related to the Series:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Offering
Period
|
|
|
Guarantee
Period
|
|
|
Maturity
Date
|
|
Series 14*
|
|
|
12/21/06 06/20/07
|
|
|
|
06/21/07 06/19/14
|
|
|
|
06/19/14
|
|
*
|
Closed to new investors.
|
Shares of the Series are offered to insurance company separate accounts that fund both
annuity and life insurance contracts and certain tax-qualified retirement plans. At December 31, 2013 separate accounts of ILIAC and ING USA and their affiliates held all the shares outstanding of the Series.
ING Investments, LLC serves as the investment adviser (ING Investments or the Investment
Adviser) to the Series. ING Investment Management Co. LLC serves as the sub-adviser (IIM or the Sub-Adviser) to the Series. ING Funds Services, LLC serves as the administrator (IFS or the
Administrator) for the Series. ING Investments Distributor, LLC (IID or the Distributor), a Delaware limited liability company, serves as the principal underwriter to the Series.
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES
The
following significant accounting policies are consistently followed by the Series in the preparation of its financial statements, and such policies are in conformity with U.S. generally accepted accounting principles (GAAP) for
investment companies.
A.
Security Valuation
.
U.S. GAAP defines fair value as the price the Series would receive to sell an asset or pay
to transfer a liability in an orderly transaction between market participants at the measurement date Investments in equity securities traded on a national securities exchange are valued at the official closing price when available or, for certain
markets the last reported sale price on each valuation day. Securities traded on an exchange for which there has been no sale and securities traded in the over-the-counter-market are valued at the mean between the last reported bid and ask prices on
each valuation day. All investments quoted in foreign currencies are valued daily in U.S. dollars on the basis of the foreign currency exchange rates prevailing at that time. Debt securities with more than 60 days to maturity are valued using matrix
pricing methods determined by an independent pricing service which takes into consideration such factors as yields, maturities, liquidity, ratings and traded prices in similar or identical securities. Investments of sufficient credit quality
maturing in 60 days or less are valued at amortized cost which approximates fair value.
Securities for which valuations are not readily available from an
independent pricing service may be valued by brokers which use prices provided by market makers or estimates of fair market value obtained from yield data relating to investments or securities with similar characteristics. U.S. government
obligations are valued by using market quotations or independent pricing services that use prices provided by market-makers or estimates of market values obtained from yield data relating to instruments or securities with similar characteristics.
Investments in open-end mutual funds are valued at net asset value (NAV).
16
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES (continued)
Securities and assets for which market quotations are not readily available (which may
include certain restricted securities which are subject to limitations as to their sale) are valued at their fair values, as defined by the 1940 Act, and as determined in good faith by or under the supervision of the Series Board of Trustees
(the Board), in accordance with methods that are specifically authorized by the Board. Securities traded on exchanges, including foreign exchanges, which close earlier than the time that the Series calculates its NAV may also be valued
at their fair values as defined by the 1940 Act, and as determined in good faith by or under the supervision of the Board, in accordance with methods that are specifically authorized by the Board. All such fair valuations are made in accordance with
valuation procedures of the Series (the Valuation Procedures) which have been approved by the Board. The valuation techniques applied in any specific instance are set forth in the Valuation Procedures and may vary from case to case. With
respect to a restricted security, for example, consideration is generally given to the cost of the investment, the market value of any unrestricted securities of the same class at the time of valuation, the potential expiration of restrictions on
the security, the existence of any registration rights, the costs to the Series related to registration of the security, as well as factors relevant to the issuer itself. Consideration may also be given to the price and extent of any public trading
in similar securities of the issuer or comparable companies securities. The value of a foreign security traded on an exchange outside the United States is generally based on the price of a foreign security on the principal foreign exchange
where it trades as of the time the Series determines its NAV or if the foreign exchange closes prior to the time the Series determines its NAV, the most recent closing price of the foreign security on its principal exchange. Trading in certain
non-U.S. securities may not take place on all days on which the New York Stock Exchange (NYSE) is open. Further, trading takes place in various foreign markets on days on which the NYSE is not open. Consequently, the calculation of the
Series NAV may not take place contemporaneously with the determination of the prices of securities held by the Series in foreign securities markets. Further, the value of the Series assets may be significantly affected by foreign trading
on days when a shareholder cannot purchase or redeem shares of the Series. In calculating the Series NAV, foreign securities in foreign currency are converted to U.S. dollar equivalents. If an event
occurs after the time at which the market for foreign securities held by the Series closes but before the time that the Series NAV is calculated, such event may cause the closing price on
the foreign exchange to not represent a readily available reliable market value quotation for such securities at the time the Series determines its NAV. In such a case, the Series will use the fair value of such securities as determined under the
Series Valuation Procedures. Events after the close of trading on a foreign market that could require the Series to fair value some or all of its foreign securities include, among others, securities trading in the U.S. and other markets,
corporate announcements, natural and other disasters, and political and other events. Among other elements of analysis in the determination of a securitys fair value, the Board has authorized the use of one or more independent research
services to assist with such determinations. An independent research service may use statistical analyses and quantitative models to help determine fair value as of the time the Series calculates its NAV. There can be no assurance that such models
accurately reflect the behavior of the applicable markets or the effect of the behavior of such markets on the fair value of securities, or that such markets will continue to behave in a fashion that is consistent with such models. Unlike the
closing price of a security on an exchange, fair value determinations employ elements of judgment. Consequently, the fair value assigned to a security may not represent the actual value that the Series could obtain if it were to sell the security at
the time of the close of the NYSE. Pursuant to procedures adopted by the Board, the Series is not obligated to use the fair valuations suggested by any research service, and valuation recommendations provided by such research services may be
overridden if other events have occurred or if other fair valuations are determined in good faith to be more accurate. Unless an event is such that it causes the Series to determine that the closing prices for one or more securities do not represent
readily available reliable market value quotations at the time the Series determines its NAV, events that occur between the time of the close of the foreign market on which they are traded and the close of regular trading on the NYSE will not be
reflected in the Series NAV.
Each investment asset or liability of the Series is assigned a level at measurement date based on the significance and
source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as Level 1, inputs other than quoted prices for an asset or liability that are observable are classified as Level
2 and unobservable inputs,
17
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 2 SIGNIFICANT ACCOUNTING
POLICIES (continued)
including the Investment Advisers or Sub-Advisers judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as Level
3. The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality which are valued at amortized cost, which approximates
fair value, are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Series investments under these levels of classification is included following the Portfolio of Investments.
The Board has adopted methods for valuing securities and other assets in circumstances where market quotes are not readily available, and has delegated the
responsibility for applying the valuation methods to the Pricing Committee as established by the Series Administrator. The Pricing Committee considers all facts it deems relevant that are reasonably available, through either public
information or information available to the Investment Adviser or Sub-Adviser, when determining the fair value of the security. In the event that a security or asset cannot be valued pursuant to one of the valuation methods established by the Board,
the fair value of the security or asset will be determined in good faith by the Pricing Committee. When the Series uses these fair valuation methods that use significant unobservable inputs to determine its NAV, securities will be priced by a method
that the Pricing Committee believes accurately reflects fair value and are categorized as Level 3 of the fair value hierarchy. The methodologies used for valuing securities are not necessarily an indication of the risks of investing in those
securities nor can it be assured that the Series can obtain the fair value assigned to a security if it were to sell the security.
To assess the continuing
appropriateness of security valuations, the Pricing Committee may compare prior day prices, prices on comparable securities, and traded prices to the prior or current day prices and the Pricing Committee challenges those prices exceeding
certain tolerance levels with the independent pricing service or broker source. For those securities valued in good faith at fair value, the Pricing Committee reviews and affirms the reasonableness of the valuation on a regular basis after
considering all relevant information that is reasonably available.
For fair valuations using significant unobservable inputs, U.S. GAAP requires a
reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period.
The end of period timing recognition is used for the transfers between Levels of the Series assets and liabilities. A reconciliation of Level 3 investments is presented only when the Series had a significant amount of Level 3 investments.
For the year ended December 31, 2013, there have been no significant changes to the fair valuation methodologies.
B.
Security Transactions and Revenue Recognition
.
Security transactions are recorded on the trade date. Realized gains or
losses on sales of investments are calculated on the identified cost basis. Interest income is recorded on the accrual basis. Premium amortization and discount accretion are determined using the effective yield method. Dividend income is recorded on
the ex-dividend date.
C.
Foreign Currency Translation
.
The books and records of the Series are maintained in U.S. dollars.
Any foreign currency amounts are translated into U.S. dollars on the following basis:
|
(1)
|
Market value of investment securities, other assets and liabilities at the exchange rates prevailing at the end of the day.
|
|
(2)
|
Purchases and sales of investment securities, income and expenses at the rates of exchange prevailing on the respective dates of such transactions.
|
Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Series does not isolate the portion of the
results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses
from investments. For securities which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market value. Upon
disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.
Reported net realized foreign exchange gains or losses
arise from sales of foreign currencies, currency gains or
18
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 2 SIGNIFICANT ACCOUNTING
POLICIES (continued)
losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the
Series books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal
year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks
include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and
U.S. government securities.
D.
Distributions to Shareholders
.
Dividends from net investment income and net realized gains,
if any, are declared and paid annually by the Series. Distributions are determined annually in accordance with federal tax principles, which may differ from U.S. GAAP for investment companies. The Series may make distributions on a more frequent
basis to comply with the distribution requirements of the Internal Revenue Code. Distributions are recorded on the ex-dividend date. The characteristics of income and gains are determined in accordance with income tax regulations, which may differ
from U.S. GAAP for investment companies.
E.
Federal Income Taxes
.
It is the Series policy to comply with subchapter
M of the Internal Revenue Code and related excise tax provisions applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized capital gains to its shareholders. Therefore, no
federal income tax provision is required. Management has considered the sustainability of the Series tax positions taken on federal income tax returns for all open tax years in making this determination. No capital gain distributions shall be
made until any capital loss carryforwards have been fully utilized or expired.
F.
Use of Estimates
.
The preparation of
financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting
period. Actual results could differ from those estimates.
G.
Repurchase Agreements.
The Series may invest in repurchase agreements only with
government securities dealers recognized by the Board of Governors of the Federal Reserve System. Under such agreements, the seller of the security agrees to repurchase it at a mutually agreed upon time and price. The resale price is in excess of
the purchase price and reflects agreed upon interest rate for the period of time the agreement is outstanding. The period of the repurchase agreements is generally short, from possibly overnight to one week (although it may extend over a number of
months), while the underlying securities generally have longer maturities. The Series will receive, as collateral, securities acceptable to it whose market value is equal to at least 100% of the carrying amount of the repurchase agreements, plus
accrued interest, being invested by the Series. The underlying collateral is valued daily on a mark to market basis to assure that the value, including accrued interest is at least equal to the repurchase price. There would be potential loss to the
Series in the event that the Series is delayed or prevented from exercising its right to dispose of the collateral, and it might incur disposition costs in liquidating the collateral.
Repurchase agreements are entered into by the Series under Master Repurchase Agreements (MRA) which permit the Series, under certain circumstances,
including an event of default (such as bankruptcy or insolvency), to offset receivables or payables under the MRA with collateral held and/or pledged by the counterparty and create one single net payment due to or from the Series. Please refer to
the table following the Portfolio of Investments for open repurchase agreements subject to the MRA on a net basis at December 31, 2013.
H.
Indemnifications
.
In the normal course of business, the Trust may enter into contracts that provide certain indemnifications. The Trusts maximum exposure under these arrangements is dependent on future claims
that may be made against the Series and, therefore, cannot be estimated; however, based on experience, management considers risk of loss from such claims remote.
19
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 3 INVESTMENT TRANSACTIONS
For the year ended December 31, 2013, the cost of purchases and the proceeds from the sales of securities, excluding U.S. government and short-term
securities, were as follows:
U.S. government securities not included above were as follows:
|
|
|
|
|
|
|
Purchases
|
|
|
Sales
|
|
$
|
3,717,350
|
|
|
$
|
12,041,744
|
|
NOTE 4 INVESTMENT MANAGEMENT AND ADMINISTRATION FEES
The Series entered into an investment management agreement (Investment Management Agreement) with the Investment Adviser. The Investment Management
Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, based on the average daily net assets of the Series. The fee for the Series was 0.25% during its Offering Period and is 0.60% during its Guarantee Period.
The Investment Adviser has entered into a sub-advisory agreement with IIM. Subject to such policies as the Board or the Investment Adviser may determine, IIM
is responsible for managing the assets of the Series in accordance with its investment objectives, policies, and limitations.
IFS acts as the administrator
and provides certain administrative and shareholder services necessary for the Series operations and is responsible for the supervision of other service providers. For its services, IFS is entitled to receive from the Series a fee at an annual
rate of 0.055% on the first $5 billion of average daily net assets and 0.030% thereafter.
NOTE 5 DISTRIBUTION FEES
The Series has a Distribution Plan pursuant to Rule
12b-1
under the 1940 Act (the 12b-1 Plan), whereby the
Distributor is compensated by the Series for expenses incurred in the distribution of the Series shares (Distribution Fees). Pursuant to the 12b-1 Plan, the Distributor is entitled to a payment each month to compensate for expenses
incurred in the distribution and promotion of the Series shares, including expenses incurred in printing prospectuses and reports used for sales purposes, expenses incurred in preparing and printing sales literature and other such distribution
related expenses, including distribution or shareholder servicing fees (Servicing Fees) paid to securities dealers who have executed a distribution agreement with the Distributor.
Under the 12b-1 Plan, the Series pays the Distributor a Distribution Fee rate of 0.25% based on average daily net assets.
NOTE 6 OTHER
TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES
At December 31, 2013, the following indirect, wholly-owned subsidiaries of ING U.S., Inc. owned
more than 5% of the Series:
|
|
|
Subsidiary
|
|
Percentage
|
ING Life Insurance and Annuity Company
|
|
17.75%
|
ING USA Annuity and Life Insurance Company
|
|
69.50
|
ReliaStar Life Insurance Company
|
|
12.75
|
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of
more than 25% of the voting securities of a company. The 1940 Act defines affiliates as companies that are under common control. Therefore, because the Series has a common owner that owns over 25% of the outstanding securities of the Series, they
may be deemed to be affiliates of each other. Investment activities of these shareholders could have a material impact on the Series.
The Trust has adopted a
Deferred Compensation Plan (the Plan), which allows eligible non-affiliated trustees as described in the Plan to defer the receipt of all or a portion of the trustees fees payable. Amounts deferred are treated as though invested in
various notional funds advised by ING Investments until distribution in accordance with the Plan.
NOTE 7 OTHER ACCRUED
EXPENSES AND LIABILITIES
At December 31, 2013, the Series had the following payables included in Other Accrued Expenses and Liabilities on the
Statement of Assets and Liabilities that exceeded 5% of total liabilities.
|
|
|
|
|
Accrued Expenses
|
|
Amount
|
|
Audit
|
|
$
|
7,884
|
|
Custody
|
|
|
2,201
|
|
Postage
|
|
|
2,002
|
|
20
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 8 CAPITAL SHARES
Transactions in capital shares and dollars were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
sold
|
|
|
Shares
issued in
merger
|
|
|
Reinvestment
of
distributions
|
|
|
Shares
redeemed
|
|
|
Net increase
(decrease) in
shares
outstanding
|
|
|
Shares
sold
|
|
|
Proceeds
from shares
issued in
merger
|
|
|
Reinvestment
of
distributions
|
|
|
Shares
redeemed
|
|
|
Net increase
(decrease)
|
|
Year or period ended
|
|
#
|
|
|
#
|
|
|
#
|
|
|
#
|
|
|
#
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
|
($)
|
|
Series 14
|
|
12/31/2013
|
|
|
|
|
|
|
|
|
|
|
95,073
|
|
|
|
(692,227
|
)
|
|
|
(597,154
|
)
|
|
|
|
|
|
|
|
|
|
|
913,651
|
|
|
|
(6,738,815
|
)
|
|
|
(5,825,164
|
)
|
12/31/2012
|
|
|
|
|
|
|
|
|
|
|
111,161
|
|
|
|
(943,151
|
)
|
|
|
(831,990
|
)
|
|
|
|
|
|
|
|
|
|
|
1,102,718
|
|
|
|
(9,457,742
|
)
|
|
|
(8,355,024
|
)
|
NOTE 9 EXPENSE LIMITATION AGREEMENT
The Investment Adviser entered into a written expense limitation agreement (Expense Limitation Agreement) with the Series whereby the Investment
Adviser has agreed to limit expenses, excluding interest, taxes, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses stemming from investments in other investment companies to 0.65% during the Offering Period and 0.90%
during the Guarantee Period. Prior to January 1, 2013, the expense limit was 1.00% during the Guarantee Period.
The Investment Adviser may at a later date
recoup from the Series for management fees waived and other expenses assumed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, the Series expense ratio does not exceed the percentage described above.
Waived and reimbursed fees, net of any recoupment by the Investment Adviser of such waived and reimbursed fees, are reflected on the accompanying Statement of Operations. Amounts payable by the Investment Adviser are reflected in the Statement of
Assets and Liabilities.
As of December 31, 2013, the amounts of waived and reimbursed fees that are subject to possible recoupment by the Investment
Adviser and the related expiration dates are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
|
2014
|
|
|
2015
|
|
|
2016
|
|
|
Total
|
|
$
|
30,539
|
|
|
$
|
36,328
|
|
|
$
|
47,763
|
|
|
$
|
114,630
|
|
The Expense Limitation Agreement is contractual through May 1, 2014 and shall renew automatically for one-year terms unless:
(i) the Investment Adviser provides 90 days written notice of its termination; and (ii) such termination is approved by the Board; or (iii) the Investment Management Agreement has been terminated.
NOTE 10 LINE OF CREDIT
The Series, in addition to certain other funds managed by the Investment Adviser, has entered into an unsecured committed revolving line of credit agreement (the
Credit Agreement) with The Bank of New York Mellon for an aggregate amount of $200,000,000. Prior to May 24, 2013, the funds to which the Credit Agreement was available were each a party to an unsecured committed revolving line of
credit for an aggregate amount of $125,000,000. The proceeds may be used to: (1) temporarily finance the purchase or sale of securities; and (2) finance the redemption of shares of an investor in the funds. The funds to which the line of
credit is available pay a commitment fee equal to 0.08% per annum on the daily unused portion of the committed line amount payable quarterly in arrears.
Generally, borrowings under the Credit Agreement accrue interest at the federal funds rate plus a specified margin. Repayments generally must be made within 60
days after the date of a revolving credit advance.
The Series did not utilize the line of credit during the year ended December 31, 2013.
NOTE 11 FEDERAL INCOME TAXES
The amount of
distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. These book/tax
differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of
short-term capital gains and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.
21
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 11 FEDERAL INCOME TAXES (continued)
The following permanent tax differences have been reclassified as of December 31,
2013:
|
|
|
|
|
|
|
Undistributed Net
Investment Income
|
|
|
Accumulated
Net Realized
Gains/(Losses)
|
|
$
|
444
|
|
|
$
|
(444
|
)
|
Dividends paid by the Series from net investment income and distributions of net realized short-term capital gains are, for
federal income tax purposes, taxable as ordinary income to shareholders.
The tax composition of dividends and distributions to shareholders was as follows:
|
|
|
|
|
|
|
Year Ended
December 31, 2013
|
|
|
Year Ended
December 31, 2012
|
|
Ordinary
Income
|
|
|
Ordinary
Income
|
|
$
|
913,651
|
|
|
$
|
1,102,718
|
|
The tax-basis components of distributable earnings and the capital loss carryforwards which may be used to offset future realized
capital gains for federal income tax purposes as of December 31, 2013 are detailed below. The Regulated Investment Company Modernization Act of 2010 (the Act) provides an unlimited carryforward period for newly generated capital
losses. Under the Act, there may be a greater likelihood that all or a portion of the Series pre-enactment capital loss carryforwards may expire without being utilized due to the fact that post-enactment capital losses are required to be
utilized before pre-enactment capital loss carryforwards.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Undistributed
Ordinary
Income
|
|
|
Unrealized
Appreciation/
(Depreciation)
|
|
|
Short-term
Capital Loss
Carryforwards
|
|
|
Expiration
|
|
$
|
607,831
|
|
|
$
|
339,408
|
|
|
$
|
(2,688,047
|
)
|
|
|
2016
|
|
The Series major tax jurisdictions are U.S. federal and Arizona. The earliest tax year that remains subject to examination
by these jurisdictions is 2009.
As of December 31, 2013, no provision for income tax is required in the Series financial statements as a result of
tax positions taken on federal and state income tax returns for open tax years. The Series federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to
examination by the Internal Revenue Service and state department of revenue.
NOTE 12 RESTRUCTURING PLAN
In October 2009, ING Groep submitted a restructuring plan (the Restructuring Plan) to the European
Commission in order to receive approval for state aid granted to ING Groep by the Kingdom of the Netherlands in November 2008 and March 2009. To receive approval for this state aid, ING Groep was
required to divest its insurance and investment management businesses, including ING U.S., before the end of 2013. In November 2012, the Restructuring Plan was amended to permit ING Groep additional time to complete the divestment. Pursuant to the
amended Restructuring Plan, ING Groep must divest at least 25% of ING U.S. by the end of 2013, more than 50% by the end of 2014, and the remaining interest by the end of 2016 (such divestment, the Separation Plan).
In May 2013, ING U.S. conducted an initial public offering of ING U.S. common stock (the IPO). On September 13, 2013, ING U.S. filed a new
Registration Statement on Form S-1 with the SEC in connection with another potential public offering of ING U.S. common stock held by ING Groep. ING U.S. did not issue or sell common stock in the offering. On October 23, 2013, ING U.S.
announced the pricing of 33 million shares of its common stock being offered by ING Groep in this offering. Closing of the offering occurred on October 29, 2013. ING Groep also granted the underwriters in the offering an option exercisable
within 30 days, to acquire up to approximately an additional 5 million shares from ING Groep. This option was exercised in full. ING U.S. did not receive any proceeds from the offering.
ING Groep continues to own a majority of the common stock of ING U.S. ING Groep has stated that it intends to sell its remaining controlling ownership interest in
ING U.S. over time. While the base case for the remainder of the Separation Plan is the divestment of ING Groeps remaining interest in one or more broadly distributed offerings, all options remain open and it is possible that ING Groeps
divestment of its remaining interest in ING U.S. may take place by means of a sale to a single buyer or group of buyers.
It is anticipated that one or more
of the transactions contemplated by the Separation Plan would result in the automatic termination of the existing investment advisory and sub-advisory agreements under which the Adviser and sub-adviser provide services to the Series. In order to
ensure that the existing investment advisory and sub-advisory services can continue uninterrupted, the Board approved new advisory and sub-advisory agreements for the Series in connection with the IPO. Shareholders of the Series approved the new
investment advisory and sub-advisory agreements prompted by the IPO, as well as any future advisory and
22
NOTES TO FINANCIAL STATEMENTS
AS
OF
D
ECEMBER
31,
2013 (
CONTINUED
)
NOTE 12 RESTRUCTURING PLAN (continued)
sub-advisory agreements prompted by the Separation Plan that are approved by the Board and whose terms are not materially different from the current agreements. This means that shareholders may
not have another opportunity to vote on a new agreement with the Adviser or an affiliated sub-adviser even if they undergo a change of control, as long as no single person or group of persons acting together gains control (as defined in
the 1940 Act) of ING U.S.
The Separation Plan, whether implemented through public offerings or other means, may be disruptive to the businesses of ING U.S.
and its subsidiaries, including the Adviser and affiliated entities that provide services to the Series, and may cause, among other things, interruption of business operations or services, diversion of managements attention from day-to-day
operations, reduced access to capital, and loss of key employees or customers. The completion of the Separation Plan is expected to result in the Advisers loss of access to the resources of ING Groep, which could adversely affect its business.
Since a portion of the shares of ING U.S., as a standalone entity, are publicly held, it is subject to the reporting requirements of the Securities Exchange Act of 1934 as well as other U.S. government and state regulations, and subject to the risk
of changing regulation.
The Separation Plan may be implemented in phases. During the time that ING Groep retains a majority interest in ING U.S.,
circumstances affecting ING Groep, including restrictions or requirements imposed on ING Groep by European and other authorities, may also affect ING U.S. A failure to complete the Separation Plan could create uncertainty about the nature of the
relationship between ING U.S. and ING Groep, and could adversely affect ING U.S. and the Adviser and its affiliates. Currently, the Adviser and its affiliates do not anticipate that the Separation Plan will have a material adverse impact on their
operations or the Series and its operation.
NOTE 13 SUBSEQUENT EVENTS
Effective June 19, 2014, Series 14 will reach its maturity date and will be liquidated.
The Series has evaluated events occurring after the Statement of Assets and Liabilities date (subsequent events) to determine whether any subsequent events
necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.
23
|
|
|
ING GET U.S. C
ORE
P
ORTFOLIO
S
ERIES
14
|
|
PORTFOLIO OF INVESTMENTS
AS
OF
D
ECEMBER
31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal
Amount
|
|
|
|
|
|
|
Value
|
|
|
Percentage
of Net
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. TREASURY OBLIGATIONS: 1.7%
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury STRIP: 1.7%
|
|
|
474,000
|
|
|
^,Z
|
|
0.230%, due 05/15/14
|
|
$
|
473,865
|
|
|
|
1.7
|
|
|
|
|
|
|
|
Total U.S. Treasury Obligations (Cost $471,687)
|
|
|
473,865
|
|
|
|
1.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOREIGN GOVERNMENT BONDS: 21.7%
|
|
|
|
|
|
|
6,022,000
|
|
|
Z
|
|
Israel Government International Bond, 0.390%, 08/15/14
|
|
|
6,007,547
|
|
|
|
21.7
|
|
|
|
|
|
|
|
Total Foreign Government Bonds (Cost $5,918,847)
|
|
|
6,007,547
|
|
|
|
21.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. GOVERNMENT AGENCY OBLIGATIONS: 71.3%
|
|
|
|
|
|
|
|
Federal Home Loan Bank: 10.4%
|
|
|
2,800,000
|
|
|
|
|
5.250%, due 06/18/14
|
|
|
2,866,307
|
|
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation: 25.1%
##
|
|
|
6,973,000
|
|
|
Z
|
|
0.720%, due 07/15/14
|
|
|
6,947,849
|
|
|
|
25.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal National Mortgage Association: 25.7%
##
|
|
|
7,123,000
|
|
|
^,Z
|
|
0.710%, due 05/15/14
|
|
|
7,119,246
|
|
|
|
25.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other U.S. Agency Obligations: 10.1%
|
|
|
2,796,000
|
|
|
Z
|
|
0.350%, due 07/15/14
|
|
|
2,791,912
|
|
|
|
10.1
|
|
|
|
|
|
|
|
Total U.S. Government Agency Obligations (Cost $19,476,960)
|
|
|
19,725,314
|
|
|
|
71.3
|
|
|
|
|
|
|
|
Total Long-Term Investments
(Cost $25,867,494)
|
|
|
26,206,726
|
|
|
|
94.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM INVESTMENTS: 5.4%
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury Bills: 3.7%
|
|
|
1,000,000
|
|
|
|
|
United States Treasury Bill, 0.050%, 06/12/14 (Cost $999,606)
|
|
|
999,782
|
|
|
|
3.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
|
|
|
|
|
|
|
Value
|
|
|
Percentage
of Net
Assets
|
|
|
|
|
SHORT-TERM INVESTMENTS: (continued)
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase Agreement: 1.7%
|
|
|
478,000
|
|
|
|
|
Deutsche Bank Repurchase Agreement dated 12/31/13, 0.020%, due 01/2/14, $478,001 to be received upon repurchase (Collateralized by $714,000, Federal National Mortgage Association, 0.000%,
Market Value plus accrued interest $488,169 due 01/15/2024) (Cost $478,000)
|
|
$
|
478,000
|
|
|
|
1.7
|
|
|
|
|
|
|
|
Total Short-Term Investments (Cost $1,477,606)
|
|
|
1,477,782
|
|
|
|
5.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments in Securities (Cost $27,345,100)
|
|
$
|
27,684,508
|
|
|
|
100.1
|
|
|
|
|
|
|
|
Liabilities in Excess of Other Assets
|
|
|
(25,168
|
)
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets
|
|
$
|
27,659,340
|
|
|
|
100.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unless otherwise indicated, principal amount is shown in USD.
|
##
|
The Federal Housing Finance Agency (FHFA) placed the Federal Home Loan Mortgage Corporation and Federal National Mortgage Association into conservatorship with FHFA as the conservator. As such, the FHFA
oversees the continuing affairs of these companies.
|
STRIP
|
Separate Trading of Registered Interest and Principal of Securities
|
^
|
Interest only securities represent the right to receive the monthly interest payments on an underlying pool of mortgage loans. Principal amount shown represents the notional amount on which current interest is
calculated. Payments of principal on the pool reduce the value of the interest only security.
|
Z
|
Indicates Zero Coupon Bond; rate shown reflects current effective yield.
|
Cost for federal income tax purposes is
the same as for financial statement purposes.
|
|
|
|
|
Net unrealized appreciation consists of:
|
|
|
|
|
Gross Unrealized Appreciation
|
|
$
|
339,408
|
|
Gross Unrealized Depreciation
|
|
|
|
|
|
|
|
|
|
Net Unrealized Appreciation
|
|
$
|
339,408
|
|
|
|
|
|
|
See Accompanying Notes to
Financial Statements
24
|
|
|
ING GET U.S. C
ORE
P
ORTFOLIO
S
ERIES
14
|
|
PORTFOLIO OF INVESTMENTS
AS
OF
D
ECEMBER
31, 2013
(
CONTINUED
)
|
Fair Value Measurements^
The following is a summary of the fair
valuations according to the inputs used as of December 31, 2013 in valuing the assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices
in Active Markets
for Identical Investments
(Level
1)
|
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
|
Fair Value
at
31/12/2013
|
|
Asset Table
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments, at fair value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-Term Investments
|
|
$
|
|
|
|
$
|
1,477,782
|
|
|
$
|
|
|
|
$
|
1,477,782
|
|
U.S. Treasury Obligations
|
|
|
|
|
|
|
473,865
|
|
|
|
|
|
|
|
473,865
|
|
U.S. Government Agency Obligations
|
|
|
|
|
|
|
19,725,314
|
|
|
|
|
|
|
|
19,725,314
|
|
Foreign Government Bonds
|
|
|
|
|
|
|
6,007,547
|
|
|
|
|
|
|
|
6,007,547
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments, at fair value
|
|
$
|
|
|
|
$
|
27,684,508
|
|
|
$
|
|
|
|
$
|
27,684,508
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
^
|
See Note 2, Significant Accounting Policies in the Notes to Financial Statements for additional information.
|
The following table is a summary of the repurchase agreements by counterparty which are subject to offset under a MRA as of December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty
|
|
Repurchase
Agreement, at fair
value
|
|
|
Fair Value of Non-Cash Collateral
Received
Including Accrued Interest
(1)
|
|
|
Net Amount
|
|
Deutsche Bank
|
|
$
|
478,000
|
|
|
$
|
(478,000
|
)
|
|
$
|
|
|
(1)
|
Collateral with a fair value of $488,169 has been pledged in connection with the above repurchase agreement. Excess collateral received from the individual counterparty is not shown for financial reporting purposes.
|
See Accompanying Notes to Financial Statements
25
TAX INFORMATION
(U
NAUDITED
)
Dividends paid during the year ended December 31, 2013 were as follows:
|
|
|
|
|
|
|
Portfolio Name
|
|
Type
|
|
Per Share Amount
|
|
|
|
|
ING GET U.S. Core Portfolio - Series 14
|
|
Net investment income
|
|
$
|
0.2877
|
|
Above figures may differ from those cited elsewhere in this report due to differences in the calculation of income and gains under
U.S. generally accepted accounting principles (book) purposes and Internal Revenue Service (tax) purposes.
Shareholders are strongly advised to consult their
own tax advisers with respect to the tax consequences of their investments in the Series. In January, shareholders, excluding corporate shareholders, receive an IRS
1099-DIV
regarding the federal tax status of
the dividends and distributions they received in the calendar year.
26
SHAREHOLDER MEETING INFORMATION
(U
NAUDITED
)
A special meeting of shareholders of the ING Variable Insurance Trust Registrant was held April 22, 2013, at the offices of ING Funds, 7337 East
Doubletree Ranch Road, Suite 100, Scottsdale, AZ 85258.
Proposals:
3
|
|
To approve a new investment advisory agreement for the Portfolio with ING Investments prompted by the IPO, and to approve, under certain circumstances, any future advisory agreements prompted by Change of Control Events
that occur as part of the Separation Plan.
|
4
|
|
To approve a new investment sub-advisory agreement between DSL or ING Investments, as applicable, and ING IM with respect to the certain Portfolios prompted by the IPO, and to approve, under certain circumstances, any
future sub-advisory agreements prompted by Change of Control events that occur as part of the Separation Plan.
|
5
|
|
To elect 13 nominees to the Board.
|
8
|
|
To approve a modification to the current manager-of-managers policy to permit DSL or ING Investments, as applicable, subject to prior approval by the Board, to enter into and materially amend agreements with wholly
owned sub-advisers without obtaining the approval of the Portfolios shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal
|
|
|
Shares voted for
|
|
|
Shares voted
against or
withheld
|
|
|
Shares
abstained
|
|
|
Broker
non-vote
|
|
|
Total shares voted
|
|
ING GET U.S. Core Portfolio Series14
|
|
|
3
|
*
|
|
|
2,395,946.000
|
|
|
|
736,459.000
|
|
|
|
263,849.000
|
|
|
|
0.000
|
|
|
|
3,396,254.000
|
|
|
|
|
4
|
*
|
|
|
2,457,353.000
|
|
|
|
832,957.000
|
|
|
|
105,944.000
|
|
|
|
0.000
|
|
|
|
3,396,254.000
|
|
|
|
|
8
|
*
|
|
|
2,379,297.334
|
|
|
|
851,879.333
|
|
|
|
165,077.333
|
|
|
|
0.000
|
|
|
|
3,396,254.000
|
|
ING Variable Insurance Trust
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proposal
|
|
|
For All
|
|
|
Withhold All
|
|
|
For all Except
|
|
|
Broker
non-vote
|
|
|
Total shares voted
|
|
Colleen D. Baldwin
|
|
|
5
|
*
|
|
|
6,170,025.000
|
|
|
|
942,678.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
John V. Boyer
|
|
|
5
|
*
|
|
|
6,170,212.000
|
|
|
|
942,491.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Patricia W. Chadwick
|
|
|
5
|
*
|
|
|
6,308,549.000
|
|
|
|
804,154.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Albert E. DePrince, Jr.
|
|
|
5
|
*
|
|
|
6,308,736.000
|
|
|
|
803,967.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Peter S. Drotch
|
|
|
5
|
*
|
|
|
6,308,736.000
|
|
|
|
803,967.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
J. Michael Earley
|
|
|
5
|
*
|
|
|
6,308,736.000
|
|
|
|
803,967.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Martin J. Gavin**
|
|
|
5
|
*
|
|
|
6,308,549.000
|
|
|
|
804,154.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Russell H. Jones
|
|
|
5
|
*
|
|
|
6,308,736.000
|
|
|
|
803,967.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Patrick W. Kenny
|
|
|
5
|
*
|
|
|
6,308,549.000
|
|
|
|
804,154.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Shaun P. Mathews
|
|
|
5
|
*
|
|
|
6,308,736.000
|
|
|
|
803,967.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Joseph E. Obermeyer
|
|
|
5
|
*
|
|
|
6,308,549.000
|
|
|
|
804,154.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Sheryl K. Pressler
|
|
|
5
|
*
|
|
|
6,165,804.000
|
|
|
|
946,899.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
Roger B. Vincent
|
|
|
5
|
*
|
|
|
6,308,549.000
|
|
|
|
804,154.000
|
|
|
|
0.000
|
|
|
|
0.000
|
|
|
|
7,112,703.000
|
|
**
|
|
Effective close of business September 12, 2013, Mr. Gavin resigned as Trustee.
|
27
TRUSTEE AND OFFICER INFORMATION
(U
NAUDITED
)
The business and affairs of the Trust are managed under the direction of the Trusts Board. A Trustee, who is not an interested person of the Trust, as
defined in the 1940 Act, is an independent trustee (Independent Trustee). The Trustees and Officers of the Trust are listed below. The Statement of Additional Information includes additional information about trustees of the Trust and is
available, without charge, upon request at (800) 992-0180.
|
|
|
|
|
|
|
|
|
|
|
Name, Address and Age
|
|
Position(s)
held with
the Trust
|
|
Term of Office
and Length of
Time Served
(1)
|
|
Principal Occupation(s)
during the Past 5 Years
|
|
Number of
Portfolios
in Fund
Complex
Overseen
by Trustee
(2)
|
|
Other Board Positions
held by Trustee
|
Independent Trustees:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Colleen D. Baldwin
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 53
|
|
Trustee
|
|
November 2007 - Present
|
|
President, Glantuam Partners, LLC, a business consulting firm (January 2009 - Present).
|
|
171
|
|
None.
|
|
|
|
|
|
|
John V. Boyer
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 60
|
|
Chairperson/Trustee
|
|
January 2005 - Present
|
|
President and Chief Executive Officer, Bechtler Arts Foundation, an arts and education foundation (January 2008 - Present).
|
|
171
|
|
None.
|
|
|
|
|
|
|
Patricia W. Chadwick
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 65
|
|
Trustee
|
|
January 2006 - Present
|
|
Consultant and President, Ravengate Partners LLC, a consulting firm that provides advice regarding financial markets and the global economy (January 2000 - Present).
|
|
171
|
|
Wisconsin Energy Corporation (June 2006 - Present) and The Royce Fund, (35 funds) (December 2009 - Present).
|
|
|
|
|
|
|
Albert E. DePrince, Jr.
7337 E. Doubletree Ranch
Rd.
Suite 100
Scottsdale, Arizona 85258
Age:72
|
|
Trustee
|
|
May 2013 - Present
|
|
Professor of Economics and Finance, Middle Tennessee State University (August 1991 - Present).
|
|
171
|
|
None.
|
|
|
|
|
|
|
Peter S. Drotch
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 72
|
|
Trustee
|
|
November 2007 - Present
|
|
Retired.
|
|
171
|
|
First Marblehead Corporation (September 2003 - Present).
|
|
|
|
|
|
|
J. Michael Earley
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 68
|
|
Trustee
|
|
February 2002 - Present
|
|
Retired.
|
|
171
|
|
None.
|
|
|
|
|
|
|
Russell H. Jones
7337 E. Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 69
|
|
Trustee
|
|
May 2013 - Present
|
|
Retired.
|
|
171
|
|
None.
|
|
|
|
|
|
|
Patrick W. Kenny
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 71
|
|
Trustee
|
|
January 2005 - Present
|
|
Retired. Formerly, President and Chief Executive Officer, International Insurance Society (June 2001 - June 2009).
|
|
171
|
|
Assured Guaranty Ltd. (April 2004 - Present).
|
|
|
|
|
|
|
Joseph E. Obermeyer
7337 E. Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 56
|
|
Trustee
|
|
May 2013 - Present
|
|
President, Obermeyer & Associates, Inc., a provider of financial and economic consulting services (November 1999 - Present).
|
|
171
|
|
None.
|
|
|
|
|
|
|
Sheryl K. Pressler
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 63
|
|
Trustee
|
|
January 2006 - Present
|
|
Consultant (May 2001 -Present).
|
|
171
|
|
None.
|
|
|
|
|
|
|
Roger B. Vincent
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 68
|
|
Trustee
|
|
February 2002 - Present
|
|
Retired. Formerly, President, Springwell Corporation, a corporate finance firm (March 1989 - August 2011).
|
|
171
|
|
UGI Corporation (February 2006 - Present) and UGI Utilities, Inc. (February 2006 - Present).
|
28
TRUSTEE AND OFFICER INFORMATION
(U
NAUDITED
)
(
CONTINUED
)
|
|
|
|
|
|
|
|
|
|
|
Name, Address and Age
|
|
Position(s)
held with
the Trust
|
|
Term of Office
and Length of
Time Served
(1)
|
|
Principal Occupation(s)
during the Past 5 Years
|
|
Number of
Portfolios
in Fund
Complex
Overseen
by Trustee
(2)
|
|
Other Board Positions
held by Trustee
|
Trustee who is an Interested Person:
|
|
|
|
|
|
|
Shaun P. Mathews
(3)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 58
|
|
Trustee
|
|
November 2007 - Present
|
|
President and Chief Executive Officer, ING Investments, LLC (November 2006 - Present).
|
|
171
|
|
ING Capital Corporation, LLC (December 2005 - Present) and ING Investments Distributor, LLC (December 2005 - Present; ING Funds Services, LLC, ING Investments LLC and ING Investment
Management, LLC (March 2006 - Present); and ING Investment Trust Co. (April 2009 - Present).
|
(1)
|
|
Trustees serve until their successors are duly elected and qualified. The tenure of each Trustee (Independent Trustee) is subject to the Boards
retirement policy, which states that each duly elected or appointed Independent Trustee who shall retire from and cease to be a member of the Board of Trustees as of the close of business on December 31 of the calendar year in which the
Independent Trustee attains the age of 73. A majority vote of the Boards other Independent Trustees may extend the retirement date of an Independent Trustee if the retirement would trigger a requirement to hold a meeting of shareholders of the
Trust under applicable law, whether for purposes of appointing a successor to the Trustee or otherwise comply with applicable law, in which case the extension would apply until such time as the shareholder meeting can be held or is no longer
required (as determined by a vote of a majority of the other Independent Trustees).
|
(2)
|
|
For the purpose of this table ING Fund Complex means the following investment companies: ING Asia Pacific High Dividend Equity Income Fund; ING Balanced Portfolio, Inc.; ING Emerging Markets High
Dividend Equity Fund; ING Emerging Markets Local Bond Fund; ING Equity Trust; ING Funds Trust; ING Global Advantage and Premium Opportunity Fund; ING Global Equity Dividend and Premium Opportunity Fund; ING Global Strategic Income Fund; ING
Infrastructure, Industrials and Materials Fund; ING Intermediate Bond Portfolio; ING International High Dividend Equity Income Fund; ING Investors Trust; ING Money Market Portfolio; ING Mutual Funds; ING Partners, Inc.; ING Prime Rate Trust;
ING Risk Managed Natural Resources Fund; ING Senior Income Fund; ING Separate Portfolios Trust; ING Series Fund, Inc.; ING Short Duration High Income Fund; ING Strategic Allocation Portfolios, Inc.; ING Variable Funds; ING Variable Insurance Trust;
ING Variable Portfolios, Inc.; and ING Variable Products Trust. The number of funds in the ING Fund Complex is as of January 31, 2014.
|
(3)
|
|
Interested person, as defined in the 1940 Act, by virtue of this Trustees current affiliation with any of the Funds, ING or any of INGs affiliates.
|
29
TRUSTEE AND OFFICER INFORMATION
(U
NAUDITED
)
(
CONTINUED
)
|
|
|
|
|
|
|
Name, Address and Age
|
|
Position(s) Held
with the Trust
|
|
Term of Office
and Length of
Time Served
(1)
|
|
Principal Occupation(s)
during the Past 5 Years
|
|
|
|
|
Shaun P. Mathews
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 58
|
|
President and Chief Executive
Officer
|
|
November 2006 - Present
|
|
President and Chief Executive Officer, ING Investments, LLC (November 2006 - Present).
|
|
|
|
|
Michael J. Roland
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 55
|
|
Executive Vice President
|
|
February 2002 - Present
|
|
Managing Director and Chief Operating Officer, ING Investments, LLC and ING Funds Services, LLC (April 2012 - Present). Formerly, Chief Compliance Officer, Directed Services LLC and ING
Investments, LLC (March 2011 - December 2013); Executive Vice President and Chief Operating Officer, ING Investments, LLC and ING Funds Services, LLC (January 2007 - April 2012) and Chief Compliance Officer, ING Funds (March 2011 - February
2012).
|
|
|
|
|
Stanley D. Vyner
230 Park Avenue
New York, New York 10169
Age: 63
|
|
Executive Vice President
Chief Investment Risk Officer
|
|
October 2000 - Present
September
2009 - Present
|
|
Executive Vice President, ING Investments, LLC (July 2000 - Present) and Chief Investment Risk Officer, ING Investments, LLC (January 2003 - Present).
|
|
|
|
|
Kevin M. Gleason
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 47
|
|
Chief Compliance Officer
|
|
February 2012 - Present
|
|
Senior Vice President, ING Investments, LLC (February 2012- Present). Formerly, Assistant General Counsel and Assistant Secretary, The Northwestern Mutual Life Insurance Company (June 2004 -
January 2012).
|
|
|
|
|
Todd Modic
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 46
|
|
Senior Vice President,
Chief/Principal Financial
Officer and Assistant
Secretary
|
|
March 2005 - Present
|
|
Senior Vice President, ING Funds Services, LLC (March 2005 - Present).
|
|
|
|
|
Kimberly A. Anderson
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 49
|
|
Senior Vice President
|
|
November 2003 - Present
|
|
Senior Vice President, ING Investments, LLC (October 2003 - Present).
|
|
|
|
|
Robert Terris
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 43
|
|
Senior Vice President
|
|
May 2006 - Present
|
|
Senior Vice President, Head of Division Operations, ING Funds Services, LLC (January 2006 - Present).
|
|
|
|
|
Julius A. Drelick, III
7337 East Doubletree Ranch
Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 47
|
|
Senior Vice President
|
|
July 2012 - Present
|
|
Senior Vice President - Fund Compliance, ING Funds Services, LLC (June 2012 - Present). Chief Compliance Officer of Directed Services LLC, and ING Investments LLC (January 2014 - Present).
Formerly, Vice President - Platform Product Management & Project Management, ING Investments, LLC (April 2007 - June 2012).
|
|
|
|
|
Fred Bedoya
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 41
|
|
Vice President and Treasurer
|
|
September 2012 - Present
|
|
Vice President, ING Funds Services, LLC (March 2012 - Present). Formerly, Assistant Vice President - Director, ING Funds Services, LLC (March 2003 - March 2012).
|
|
|
|
|
Robyn L. Ichilov
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 46
|
|
Vice President
|
|
October 2000 - Present
|
|
Vice President, ING Funds Services, LLC (November 1995 - Present) and ING Investments, LLC (August 1997 - Present). Formerly, Treasurer, ING Funds (November 1999 - February
2012).
|
|
|
|
|
Maria M. Anderson
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 55
|
|
Vice President
|
|
September 2004 - Present
|
|
Vice President, ING Funds Services, LLC (September 2004 - Present).
|
30
TRUSTEE AND OFFICER INFORMATION
(U
NAUDITED
)
(
CONTINUED
)
|
|
|
|
|
|
|
Name, Address and Age
|
|
Position(s) Held
with the Trust
|
|
Term of Office
and Length of
Time Served
(1)
|
|
Principal Occupation(s)
during the Past 5 Years
|
|
|
|
|
Lauren D. Bensinger
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 60
|
|
Vice President
|
|
February 2003 - Present
|
|
Vice President, ING Investments, LLC and ING Funds Services, LLC (February 1996 - Present); Director of Compliance, ING Investments, LLC (October 2004 - Present); and Vice President and Money
Laundering Reporting Officer, ING Investments Distributor, LLC ( April 2010 - Present). Formerly, Chief Compliance Officer, ING Investments Distributor, LLC (August 1995 - April 2010).
|
|
|
|
|
Jason Kadavy
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 37
|
|
Vice President
|
|
September 2012 - Present
|
|
Vice President, ING Funds Services, LLC (July 2007 - Present).
|
|
|
|
|
Kimberly K. Springer
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 56
|
|
Vice President
|
|
March 2006 - Present
|
|
Vice President - Platform Product Management & Project Management, ING Investments, LLC (July 2012 - Present); Vice President, ING Investment Management - ING Funds (March 2010
- Present) and Vice President, ING Funds Services, LLC (March 2006 - Present). Formerly Managing Paralegal, Registration Statements (June 2003 - July 2012).
|
|
|
|
|
Craig Wheeler
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 44
|
|
Assistant Vice President
|
|
May 2008 - Present
|
|
Vice President - Director of Tax, ING Funds Services, LLC (March 2013 - Present). Formerly, Assistant Vice President - Director of Tax, ING Funds Services, LLC (March 2008 - March
2013).
|
|
|
|
|
Huey P. Falgout, Jr.
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 50
|
|
Secretary
|
|
August 2003 - Present
|
|
Senior Vice President and Chief Counsel, ING Investment Management - ING Funds (March 2010 - Present). Formerly, Chief Counsel, ING Americas, U.S. Legal Services (October
2003 - March 2010).
|
|
|
|
|
Theresa K. Kelety
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 51
|
|
Assistant Secretary
|
|
August 2003 - Present
|
|
Vice President and Senior Counsel, ING Investment Management - ING Funds (March 2010 - Present). Formerly, Senior Counsel, ING Americas, U.S. Legal Services (April 2008 - March
2010).
|
|
|
|
|
Paul A. Caldarelli
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258
Age: 62
|
|
Assistant Secretary
|
|
June 2010 - Present
|
|
Vice President and Senior Counsel, ING Investment Management - ING Funds (March 2010 - Present). Formerly, Senior Counsel, ING Americas, U.S. Legal Services (April 2008 - March
2010).
|
(1)
|
|
The Officers hold office until the next annual meeting of the Board of Trustees and until their successors shall have been elected and qualified.
|
31
ADDITIONAL INFORMATION (U
NAUDITED
)
In 2014, ING U.S., Inc. will change its name to Voya Financial, Inc. Effective May 1, 2014, ING Investments, LLC, the Investment Adviser to the Series,
will be renamed Voya Investments, LLC. ING Investment Management Co. LLC, Sub-Adviser to the Series, will be renamed Voya Investment Management Co. LLC. ING Investments Distributor, LLC, the Distributor for the Series, will be renamed Voya
Investments Distributor, LLC. ING Funds Services, LLC, the Administrator for the Series, will be renamed Voya Funds Services, LLC. The Series as well as the Registrant that the Series is organized under will also be renamed.
The new Registrant and Series name will be as follows:
|
|
|
Current Registrant Name /
Current Series Name
|
|
New
Registrant Name /
New Series Name, effective May 1, 2014
|
|
|
ING Variable
Insurance Trust
|
|
Voya Variable Insurance
Trust
|
|
|
ING GET U.S.
Core Portfolio - Series 14
|
|
Voya GET U.S. Core Portfolio - Series
14
|
32
Investment Adviser
ING Investments, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258
Administrator
ING Funds Services, LLC
7337 East Doubletree Ranch Road, Suite
100
Scottsdale, Arizona 85258
Distributor
ING Investments Distributor, LLC
7337 East Doubletree Ranch
Road, Suite 100
Scottsdale, Arizona 85258
Transfer Agent
BNY Mellon Investment Servicing (U.S.) Inc.
301
Bellevue Parkway
Wilmington, Delaware 19809
Independent Registered Public Accounting Firm
KPMG LLP
Two Financial Center
60 South Street
Boston, Massachusetts 02111
Custodian
The Bank of New York Mellon
One Wall Street
New York, New York 10286
Legal Counsel
Dechert LLP
1900 K Street, N.W.
Washington, D.C. 20006
Before investing, carefully consider the investment objectives, risks, charges and expenses of the variable
universal life insurance policy or variable annuity contract and the underlying variable investment options. This and other information is contained in the prospectus for the variable universal life policy or variable annuity contract and the
underlying variable investment options. Obtain these prospectuses from your agent/ registered representative and read them carefully before investing.
|
|
|
|
|
|
|
VPAR-UGCORE
|
|
(1213-021714)
|